NextPoint Acquisition Corp. Announces Completion of U.S.$200,000,000 Initial Public Offering
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRES OR DISSEMINATION IN THE UNITED STATES/
TORONTO, Aug. 11, 2020 /CNW/ - NextPoint Acquisition Corp. ("NAC") is pleased to announce the closing (the "Closing") of its initial public offering (the "Offering") of 20,000,000 Class A restricted voting units of NAC (the "Class A Restricted Voting Units") at an offering price of U.S.$10.00 per Class A Restricted Voting Unit, for aggregate proceeds of U.S.$200,000,000. NAC has granted the Underwriter (as defined below) a 30-day option following closing of the Offering to purchase up to an additional 3,000,000 Class A Restricted Voting Units, at a price of U.S.$10.00 per Class A Restricted Voting Unit (the "Over-Allotment Option") for additional aggregate proceeds of up to U.S.$30,000,000 to cover over allotments, if any, and for market stabilization purposes. The aggregate proceeds from the Offering were (and the proceeds from any exercise of the Over-Allotment Option will be) deposited into an escrow account pending completion of a Qualifying Acquisition (as defined below) by NAC and will only be released upon certain prescribed conditions, as further described in NAC's final prospectus dated August 5, 2020 (the "Final Prospectus"). The Offering was distributed by Canaccord Genuity Corp. (the "Underwriter").
Each Class A Restricted Voting Unit is comprised of a Class A restricted voting share (a "Class A Restricted Voting Share") and one-half of a share purchase warrant of NAC (a "Warrant"). Each whole Warrant will entitle the holder to purchase one Class A Restricted Voting Share for a purchase price of U.S.$11.50, commencing sixty-five (65) days after the completion of the Qualifying Acquisition and will expire on the day that is five years after the closing date of the Qualifying Acquisition or earlier. The Class A Restricted Voting Units will commence trading today on the Toronto Stock Exchange (the "Exchange") under the symbol "NAC.V". The Class A Restricted Voting Shares and the Warrants comprising the Class A Restricted Voting Units will initially trade as a unit but it is anticipated that the Class A Restricted Voting Shares and the Warrants will begin trading separately 40 days following the Closing (or, if such date is not a trading day on the Exchange, the next trading day on the Exchange) under the symbols "NAC.U" and "NAC.WT.U", respectively. The Class B Units and Class B Shares (each, as defined below) will not be listed prior to the Qualifying Acquisition, as described in the Final Prospectus. Prior to any Qualifying Acquisition, the Class A Restricted Voting Shares may only be redeemed upon certain events. The Class A Restricted Voting Shares will be redeemable for a pro-rata portion of the amount then held in the escrow account, net of taxes payable and other prescribed amounts.
NAC is a newly organized special purpose acquisition corporation formed for the purpose of effecting an acquisition of one or more businesses within a specified period of time (a "Qualifying Acquisition"). NAC intends to focus its search for target businesses or assets in the alternative lending and financial services sector; however, it is not limited to a particular industry or geographic region for purposes of completing its Qualifying Acquisition.
NAC's management team and board of directors is comprised of Andrew Neuberger (Chief Executive Officer and Chairman of the Board), Frank Amato (Chief Financial Officer, Chief Operating Officer and Corporate Secretary), Wendy Lane (Lead Director), Brian A. Benjamin, George Coleman and John A. Lederer.
The sponsor of NAC is NextPoint Acquisition Sponsor LLC (the "Sponsor"). The Sponsor is controlled by Andrew Neuberger, NAC's Chief Executive Officer and Chairman. Concurrent with Closing, the Sponsor purchased 600,000 Class B units of NAC ("Class B Units") at an offering price of U.S.$10.00 per Class B Unit (for aggregate proceeds of U.S.$6,000,000). The Sponsor intends to purchase up to an additional 52,500 Class B Units, depending on whether the Over-Allotment Option is exercised in whole or in part. Each Class B Unit consists of one class B share of NAC (a "Class B Share") and one-half of a Warrant. When aggregated with existing shares owned by the Sponsor (and assuming separation of the Class B Units the Sponsor owns 6,515,625 Class B Shares, representing an approximately 99.24% interest in the Class B Shares and approximately 22.53% of the total Class A Restricted Voting Shares and Class B Shares).
The Sponsor's position in NAC was acquired for investment purposes. Subject to certain exceptions, the Sponsor is restricted from selling its Class B Shares and Class B Units (including the securities underlying the Class B Units) prior to the Qualifying Acquisition, as described in the Final Prospectus. The Sponsor may purchase and/or sell any Class A Restricted Voting Units it may acquire from time to time, subject to applicable law. In connection with the Offering, the Sponsor, as sponsor to NAC entered into certain material agreements, all as described in the Final Prospectus.
NAC's head office is located at 44 South Broadway, 11th Floor, White Plains, New York, 10601, United States and the registered office is located at 595 Burrard Street, Suite 2600, Three Bentall Centre, Vancouver, BC, V7X 1L3, Canada.
Blake, Cassels & Graydon LLP is legal counsel to NAC and the Sponsor. Goodmans LLP is legal counsel to the Underwriter.
This press release is not an offer of securities for sale in the United States, and the securities may not be offered or sold in the United States absent registration or an exemption from registration. The securities have not been and will not be registered under the United States Securities Act of 1933. Copies of the Final Prospectus will be available on SEDAR at www.sedar.com.
About NextPoint Acquisition Corp.
NextPoint Acquisition Corp. is a newly organized special purpose acquisition corporation incorporated under the laws of the Province of British Columbia for the purpose of effecting, directly or indirectly, a qualifying acquisition within a specified period of time.
Forward-Looking Statements
This press release may contain forward-looking information within the meaning of applicable securities legislation, which reflects the Sponsor's and NAC's current expectations regarding future events. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Sponsor's or NAC's control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to, intentions related to NAC's Qualifying Acquisition and related transactions and the factors discussed under "Risk Factors" in the final prospectus of NAC dated August 5, 2020. Neither the Sponsor nor NAC undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
SOURCE NextPoint Acquisition Corp.
NextPoint Acquisition Corp., Frank Amato, Chief Financial Officer, [email protected]
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