Focus Impact BH3 Acquisition in an 8-K said it signed a subscription agreement with Polar Multi-Strategy Master Fund, which agreed to make capital contributions of up to $1.2 million at the SPAC’s request.
In return, Polar would be repaid within 5 days of the SPAC closing a deal, either in cash or in shares of the surviving entity post-merger at a rate of one share for each $10 of the capital contribution that is funded. Additionally, at the closing of a merger, the surviving company will issue to Polar one share for each $1 of the funded capital contribution. The SPAC also agreed that the surviving entity shall register for resale any shares of common stock issued to Polar. In the event of default under the subscription agreement, the merged company would issue to Polar an additional 0.1 shares of common stock for each dollar of the capital contribution funded as of the date of any default, and for each month thereafter until the default is cured.
Focus Impact BHAC in September acquired the sponsor stake of Crixus BH3 Acquisition for $16,288.27. The sale includes 3,746,303 shares of Class B stock and nearly 4.2 million private placement warrants.
Crixus BH3 had raised $200 million in an October 2021 IPO to focus on businesses that manage, finance, operate, construct, control, own or support real estate. Redemptions erased 63% of the trust in January. Read more.
