Shareholders approve Momentus SPAC deal
WASHINGTON — Shareholders of a special-purpose acquisition company (SPAC) approved a merger with in-space transportation company Momentus Aug. 11, the first of several such deals expected to close in the next month.
Shareholders of Stable Road Acquisition Corp. voted to approve a merger with Momentus at a special meeting, with 97% of votes in favor of the deal. However, shareholders representing only about 55% of outstanding shares cast votes at the meeting.
With that vote, the merger of Momentus and Stable Road is scheduled to close Aug. 12. The merged company will begin trading under the Momentus name on Nasdaq Aug. 13 with the ticker symbol MNTS.
Shareholders representing 20% of Stable Road’s shares elected to redeem their shares rather than participate in the merger, a relatively high fraction. That reduced the amount of cash Momentus will get from the SPAC from $173 million to $137 million. An additional $110 million will come from a private investment in public equity funding round concurrent with the SPAC deal.
The vote wraps up a long and often fraught merger that was announced 10 months ago. A variety of legal and regulatory issues, many linked to the company’s Russian co-founders Mikhail Kokorich and Lev Khassis, delayed the launch of the company’s first Vigoride tugs and prompted government reviews of the company. Those co-founders later divested their shares and Momentus reached a national security agreement with the federal government.
Stable Road revised its deal with Momentus, slashing the valuation of the company in half to $567 million. Both companies settled charges with the U.S. Securities and Exchange Commission in July over false claims the companies made about the maturity of the company’s technology and national security concerns involving Kokorich.
More SPACs, more skepticism
The Momentus SPAC deal is the first of several scheduled to close in the next month. Shareholders of NavSight Holdings will vote Aug. 13 on a merger with smallsat constellation company Spire, while shareholders of Vector Acquisition Corp. will meet Aug. 20 to vote on its merger with Rocket Lab.
Genesis Park Acquisition Corp. announced Aug. 11 that it will hold a special meeting of its shareholders Sept. 1 to vote on its merger with Redwire, a space components and manufacturing company. Osprey Technology Acquisition Corp. also announced Aug. 11 that its shareholders will vote Sept. 8 on a merger with Earth observation company BlackSky.
Even as this wave of SPAC deals close, some investors and entrepreneurs remain wary about them. SPACs offer a faster means for companies to go public but face the perception that they are less rigorous than a traditional initial public offering (IPO) of stock.
“I have mixed emotions about the SPAC craze,” said Eric Stallmer, executive vice president of government affairs and public policy at Voyager Space Holdings, during a panel discussion Aug. 4 at the International Space Station Research and Development Conference.
SPACs can give companies a “burst of capital” in a streamlined way, he said, “but I also seem some really silly valuations that I just cannot understand.” He said such deals may drive up the costs of acquisitions of space companies and reduce the returns investors can see. “It could push investors into other areas.”
“I worry a little bit about the across-the-board quality of them,” said Tom Gillespie, managing partner and investment lead at In-Q-Tel. “There are some great companies getting exits at this point, but you have to be sure they’re the right ones telling the right story.”
Sunil Nagaraj, founder and managing partner of Ubiquity Ventures, said it will be critical to see how the companies that go public via SPACs perform on the market. “There are a lot of people waiting to say, ‘I told you so,’” he said. “The jury’s still out.”
“There’s nothing inherently evil about SPACs. They’re just another way for companies to go public, but particularly at an earlier stage in their development,” said Tess Hatch, partner at Bessemer Venture Partners. She argued that the ability of SPACs to provide long-term projections not allowed in a traditional IPO makes them particularly well-suited to space companies.
“They unlock public pools of capital that historically weren’t available” for space companies, she said, predicting that SPACs will allow as many as a dozen companies in the industry to go public by the end of the year. “I really look forward to the next generation and a big uptick in the industry due to this path that Rocket Lab and Spire and a dozen other space SPACs are paving.”