dMY Technology Group VI Adds FPA for 6M Shares to Rainwater Tech Deal

dMY Technology Group VI in an 8-K said it signed a forward purchase agreement with Meteroa, which agreed to buy 6 million shares in support of the SPAC’s pending merger with Rainwater Tech.

Meteroa has agreed to hold the shares through the deal closing and will not redeem any stock acquired in the FPA.

Rainwater Tech “aims to develop, manufacture and commercialize ionization rainfall generation technology. This weather modification technology seeks to provide the world with reliable access to water, and transform business, society and the planet for the better,” according to a press release announcing the deal in December.

The combined company has a pro forma valuation of $200 million.

The FPA provides that no later than the earlier of one business day after the closing of the business combination and the date any assets from dMY VI’s trust account are disbursed in connection with the deal, the combined company will pay Meteora an amount equal to $10.231888 multiplied by the number of shares on the date of the prepayment minus the prepayment shortfall. The prepayment shortfall is equal to the lesser of 5% of the product of the subject shares multiplied by the initial price and $1 million.

The SPAC also agreed to pay to Meteora in cash an amount equal to the product of the prepayment amount multiplied by 0.50% by no later than the prepayment date directly from the trust. The cash consideration is subject to a floor of $200,000.

Meteora may, at its discretion and at any time following the closing of the deal, provide an optional early termination notice and pay to the combined company the product of the reset price and the number of Class A Shares listed on the OET notice. Read more

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