Berenson Acquisition I in an 8-K said it entered into a share purchase agreement with ACM ARRT N, under which the SPAC issued 1 million shares of Series A convertible preferred stock at $260 per share for a ggregate purchase price of $260 million.
Berenson I last week announced a business combination agreement with Custom Health at a $185 million pre-money equity value.
Each share may be converted at the election of ACM ARRT N into 26 shares of Class A stock on the date of closing. Each share not converted will automatically be redeemed by the SPAC for $260 on the first business day after the date of the merger closing.
Custom Health provides a comprehensive technology-enabled medication management and managed care solution, resulting in 98% medication adherence for its patients across the United States and Canada, according to a press release announcing the merger agreement.
Berenson I and ACM ARRT N also agreed to a share forward transaction for up to 1 million Series A preferred shares at the initial price prior to the closing of $260 and $10 post-closing — with respect to the shares into which one or more of the Series A Preferred Shares are converted. The maximum number of shares would not be more than 6 million shares of common stock following the closing.
Additionally, ACM ARRT N may participate in a PIPE at $6 per share with a payout of $1 for each PIPE share it purchases and $2 for every share it holds through the share purchase agreement. ACM ARRT N would be issued 500,000 shares or the cash equivalent based on a predefined redemption price.
The SPAC originally raised $275 million in an October 2021 IPO with plans to focus on businesses operating in the software and technology-enabled services industry. However, more than 96% of its shares have been redeemed since then. Read more.
