Vaishali Chawla

SportsMap Tech Acquisition Corp. (SMAP) Merger with Infrared Cameras Holdings, Inc. (Private)

December 8, 2022 $100 million Less: Target Closing Indebtedness Add: Aggregate Exercise Price Add: Target Closing Cash Add: Aggregate Principal of any convertible promissory notes entered into by Target (on or after the date of the Business Combination Agreement but before closing) Adjusted Equity Value Note: If Target raises additional capital by the issuance of …

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Chavant Capital Acquisition Corp. (CLAY) Merger with Mobix Labs (Private)

November 23, 2022 Lock-Up Shares Lock-Up Period Early Release 50% 1-year post-closing If price equals or exceeds $12.00 per share after closing 50% 1-year post-closing If price equals or exceeds $15.00 per share after closing Cash in Trust Less: Redemptions Add: PIPE ≥ $30.0 million Add: Target Line of Credit ≤ $10.0 million Less: Reduction …

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Edify Acquisition Corp. (EAC) Merger with Unique Logistics International (OTCMKTS: UNQL)

December 21, 2022 Lock-Up Party Lock-Up Shares Lock-Up Period Early Release Key Target Shareholders Preferred Holders   Non-Voting Holders 3a Capital Establishment and Trillium Partners L.P 94% 50% – 12 months post-closing 50% – 6 months post-closing If the price equals or exceeds $12.00 per share after 150 days post-closing Front Four Front Four Management …

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Blockchain Coinvestors Acquisition Corp. I (BCSA) Merger with Qenta (Private)

November 12, 2022 Particulars Meaning Notes Purpose of FPA To ensure the aggregate cash proceeds condition will be met, therefore increasing the likelihood that the transaction will close BCSA entered into a Forward Purchase Agreement with with Vellar Opportunity Fund SPV LLC – Series 5 FPA Seller Vellar Opportunity Fund SPV LLC – Series 5 …

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NorthView Acquisition Corporation (NVAC) Merger with Profusa (Private)

November 9, 2022 No. of Earnout shares Earnout Period Earnout Performance Milestone 968,750 shares Between 18 months and 24 months of closing VWAP ≥ $12.50/share If both milestones are satisfied by second anniversary of closing, then Sponsor and Target Shareholders will be issued additional shares equal to the number of shares foregone to obtain additional …

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