Periphas Capital Partnering Corp., a blank check company formed by Periphas Capital, raised $360 million by offering 14.4 million units at $25. The SPAC raised 20% more capital than anticipated. The offered units consist of one share of common stock and quarter-warrants, exercisable at $28.75. Three institutional investors intend to buy $60 million of the IPO, and plan to invest an additional $75 million at the time of the business combination pursuant to forward purchase agreements.
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The units are referred to as CAPS™ (Capital which Aligns and Partners with a Sponsor), a security created by Evercore ISI with an incentive structure that aims to dilute investors less than traditional SPACs. The sponsor will have a post-IPO stake of about 6% instead of the usual 20%, with additional "alignment shares" rewarded for outsized post-merger returns over a series of years. This structure was last used with Executive Network Partnering Corp. (ENPC.U), the SPAC formed by former House Speaker Paul Ryan.
The company is led by CEO and Chairman Sanjeev Mehra, who co-founded Periphas Capital in 2017 and currently serves as Managing Partner, and CFO John Bowman, who was also a founding member of Periphas Capital and currently serves as CFO. Prior to Periphas, Mehra and Bowman both worked for over 20 years at Goldman Sachs.
Periphas Capital Partnering plans to target North American or multinational technology-enabled businesses, business services, industrials, and consumer companies with enterprise values greater than $750 million.
Periphas Capital Partnering Corp. plans to list on the NYSE under the symbol PCPC.U. Evercore ISI acted as lead manager on the deal.
