Athena Consumer Acquisition Corp. (ACAQ) to Adjourn Vote for Completion, Warrant Exchange Again
by Nicholas Alan Clayton on 2023-09-27 at 11:09am

Athena Consumer Acquisition Corp. (NYSE: ACAQ) announced this morning that it plans to again adjourn its September 28 special meeting to approve its combination with German EV-maker e.GO without conducting business and will reconvene it at 4 pm ET September 29.

The SPAC’s warrant holders are also to vote at at a meeting 30 minutes later on the portion of the business combination proposal that would convert all outstanding warrants to 0.175 shares in the combined company with remaining fractions rounded down.

These meetings were originally scheduled for September 21 and this marks the second time Athena Consumer has adjourned them. This time, the only news the SPAC has announced in between is a plan to move its shares from the NYSE American to the Nasdaq upon close.

Athena Consumer must provide at least $50 million in proceeds under the deal’s minimum cash condition and it has added a $15 million bridge loan and a standby equity purchase agreement that could see up to 15,000,000 shares purchased by Vellar Opportunity Fund or up to 9.9% of all shares.

e.GO also received $46.7 million in net proceeds from a notes issuance connected to the deal, with the opportunity to issue up to $25 million more. All notes bear a fixed 9.75% interest rate and mature on June 30, 2027.

That likely takes the pressure off of Athena Consumer on the redemptions front, and it has already seen about 95.8% of shares redeemed leaving about $10.8 million remaining in its trust.

In July and August, the parties also modified the deal to include the warrant exchange and tweak the earnout such that company shareholders will receive 10,000,000 additional shares in all cases after a one-year lock-up.

Athena announced its $913 million merger with e.GO in July 2022. Aachen, Germany-based e.GO designs and manufactures compact EVs designed for urban markets at microfactories, which it believes will provide a more capital efficient entry to the market.

 

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