Pathfinder Acquisition in an 8-K said its shareholders voted in favor of the business combination with Movella, a provider of sensors, software, and analytics that enable the digitization of movement.
The SPAC also said 28,961,090 Class A ordinary shares (about 88%) were redeemed at approximately $10.18 per share, totalling $294.8 million. That leaves 3,538,910 shares outstanding, representing $36.2 million cash in trust that will be available to Movella upon closing.
There was no minimum cash condition on this deal. However, in October Pathfinder said the transaction would be supported by $75 million of committed financing from affiliates of Francisco Partners. Under the terms of the investment, up to $75 million of Pathfinder common stock will be purchased by FP prior to closing, which will be executed through a tender offer or direct placement of Pathfinder stock. In exchange for a non-redemption agreement for FP’s purchased stock, Movella will issue to FP at closing a 5-year PIK note. Under the terms of the financing, Movella will have the right to direct the sale of FP’s purchased stock into the public market at any time following the closing of the transaction until the repayment or prepayment of the note, the proceeds of which will provide material credits against the note balance at a repayment or refinancing event.
The deal is expected to close tomorrow, according to the 8-K, after which Movella stock and warrants are expected to trade on the Nasdaq under the symbols MVLA and MVLAW. Read more.
