Concord Acquisition III today filed a proxy outling terms of its proposed mergere with GCT Semiconductor. The deal was announced in November last year at an initial enterprise value of $461 million. A shareholder vote is set for Feb. 27.
The target is a designer and supplier of advanced LTE, IoT and 5G semiconductor solutions.
Terms call for the issuance of approximately 54,860,842 shares to GCT stakeholders, who would control approximately 68.7% of the company. The deal also has the support of a $29.9 million PIPE.
If approved, upon closing GCT is expected to list on the NYSE under the ticker symbol GCTS.
The proposed transaction has a pro forma enterprise value of $661 million, which includes 20 million performance-based earnout shares. The transaction is expected to provide the combined company with approximately $87 million of gross proceeds (assuming no further redemptions from Concord’s trust).
The SPAC has until Aug. 8 to close the deal.
Concord III raised $351.9 million in a November 2021 IPO with plans to acquire and manage a business in the financial services and financial technology sectors, however, redemptions ahead of a favorable extension vote last May removed about 88% of the trust. At the last extension vote, in November, redemptions erased another $1.1 million, leaving approximately $42.2 million in the trust, according to the proxy. Read more.
