TG Venture Acquisition in a proxy filing outlined its proposed merger with Flexi Group, a workspace provider. The SPAC called a Feb. 8 meeting for shareholders to vote on the business combination.
At deal announcement in December 2022, Flexi Group had a pro forma enterprise value of $205 million.
All outstanding shares of Flexi will be automatically cancelled in exchange for the right to receive a number of the merged company’s shares calculated as 74.7584 shares, each outstanding TG Venturer unit, comprised of one share and a warrant to purchase a share at $11.50. Warrants will be automatically detached. Additionally, Class B shares will automatically convert into Class A shares, which will be cancelled in exchange for the right to receive a share in the merged company.
Post-closing, Flexi shareholders will have the right to receive up to an additional 2.9 million shares based on the company achieving certain revenue thresholds during the two-year period following the closing.
Redemptions following two favorable extension votes last year left approximately $9.66 million in the SPAC’s trust. Read more.
