M3-Brigade Acquisition II announced today that it has terminated its merger with Syniverse by mutual agreement. MBAC stockholders were scheduled to vote on the deal today. The SPAC said it will seek an alternative business combination. M3-Brigade also said in the news release that redemptions would have crippled the deal.
The transaction had implied an initial enterprise value of $2.85 billion. The deal would have provided Syniverse with up to $1.165 billion in cash through a combination of equity and equity-linked capital. Syniverse Technologies had planned to list on the NYSE if the transaction won shareholder approval.
“We are disappointed that recent changes in market conditions made it impossible to consummate our proposed merger, but Syniverse is a great company with a strong management team and we are confident that it has a very bright future,” said MBAC CEO Mohsin Y. Meghji.
The rate of MBAC stockholder redemptions would have exceeded the minimum cash condition for closing, the SPAC noted.
Syniverse provides mobile platforms for carriers and enterprises.
“Although the parties collaboratively sought potential solutions in anticipation of high redemptions as a result of the recent turbulence in capital markets and growth stocks, these same conditions prevented the parties from reaching agreement on modifying the transaction terms,” said Donald E. Morgan III, the founder, managing partner and CIO of Brigade Capital Management. “Nobody on the MBAC team is happy to have a failed deal and rest assured that we will have alternative sources of financing in hand for our next proposed combination.” Read more.
