Chavant SPAC signs $235M deal to acquire Mobix Labs; $30M PIPE from ACE SO4 Holdings

MOBIX LABS, INC

Mobix Labs valued at $235M; reverse triangular merger with Chavant; combined entity named Mobix Labs, Inc.
PIPE subscription: ACE SO4 Holdings commits $30M at $10/share; anti-dilution adjustment if 30-day VWAP below $7-$10.
Earnout: up to 3.5M shares issuable if Class A VWAP exceeds $12.50 and $15.00 during 7-year period post-closing.
Post-closing leadership: CEO Fabrizio Battaglia, CFO Keyvan Samini, Exec Chairman James Peterson; board includes Jiong Ma.
Conditions: min $50M cash, Nasdaq listing, shareholder votes; deal must close by July 22, 2023 (or Jan 22 if extension fails).

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

MOBIX LABS, INC entered into Business Combination Agreement with Chavant Capital Acquisition Corp. valued at 235.0 million USD in shares of Class A Common Stock and Class B Common Stock (effective 2022-11-15).

Action: entry
Agreement: merger
Counterparty: Chavant Capital Acquisition Corp.
Value: 235.0 million USD in shares of Class A Common Stock and Class B Common Stock
Effective: 2022-11-15

Exact text from the filing

Business Combination Agreement As previously announced, on November 15, 2022, Chavant Capital Acquisition Corp., a publicly traded special purpose acquisition company incorporated under the laws of the Cayman Islands (“Chavant”), CLAY Merger Sub II, Inc., a Delaware corporation and newly formed, wholly-owned direct subsidiary of Chavant (“Merger Sub”), and Mobix Labs, Inc., a Delaware corporation (the “Company” or “Mobix Labs”), entered into a business combination agreement (the “Business Combination Agreement”), pursuant to which, among other things, Merger Sub will merge with and into Mobix Labs, with Mobix Labs surviving the merger as a wholly-owned direct subsidiary of Chavant (the “Merger” and, together with the other transactions related thereto, the “Proposed Transaction”).

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MOBIX LABS, INC filing history →

Source: SEC EDGAR

accession 0001104659-22-120523

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