SilverBox Engaged Merger Corp I Announces Pricing of $300,000,000 Initial Public Offering

Rhea-AI Summary

SilverBox Engaged Merger Corp I announced the pricing of its IPO of 30 million units at $10 each, set to begin trading on Nasdaq under the ticker symbol SBEAU on February 26, 2021. Each unit comprises one share of Class A common stock and one-third of a redeemable warrant, which allows for purchase at $11.50 per share. The IPO is expected to close on March 2, 2021. Additionally, a forward purchase agreement with Engaged Capital, LLC will enable the purchase of $100 million in Class A common stock, enhancing the company’s capitalization.

Positive

• Initial public offering of 30 million units priced at $10 each, allowing for significant initial capital.
• Forward purchase agreement with Engaged Capital for $100 million enhances capital structure and investor confidence.

Negative

• None.

AUSTIN, Texas, Feb. 25, 2021 (GLOBE NEWSWIRE) -- SilverBox Engaged Merger Corp I (the “Company”) today announced the pricing of its initial public offering of 30,000,000 units at $10.00 per unit. The units will be listed on the Nasdaq Stock Market and trade under the ticker symbol “SBEAU” beginning February 26, 2021.

Each unit consists of one share of the Company’s Class A common stock and one-third of one redeemable warrant. Each whole warrant entitles the holder thereof to purchase one share of the Company’s Class A common stock at a price of $11.50 per share, subject to adjustment. Once the securities comprising the units begin separate trading, the Class A common stock and warrants are expected to be listed on the Nasdaq Stock Market under the symbols “SBEA” and “SBEAW,” respectively. The initial public offering is expected to close on March 2, 2021, subject to customary closing conditions.

In connection with the initial public offering, the Company has entered into a forward purchase agreement with Engaged Capital, LLC, that will provide for the aggregate purchase of $100,000,000 of Class A common stock at $10.00 per share. Any such purchases will take place in a private placement that will close concurrently with the closing of the Company’s initial business combination.

The Company, which is sponsored by SilverBox Engaged Sponsor LLC and is led by Joseph Reece and Stephen Kadenacy who will serve as Executive Chairman and Chief Executive Officer, respectively, is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

Citigroup Global Markets Inc. and Deutsche Bank Securities Inc., are acting as joint book-running managers. The Company has granted the underwriters a 45-day option to purchase up to 4,500,000 additional units at the initial public offering price to cover over-allotments, if any.

The initial public offering is being made only by means of a prospectus. Copies of the prospectus relating to the offering may be obtained from Citigroup Global Markets Inc., Attn: Prospectus Department, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (800) 831-9146 or Deutsche Bank Securities Inc., Attn: Prospectus Department, 60 Wall Street, New York, New York 10005, telephone: 800-503-4611 or email: prospectus.cpdg@db.com.

A registration statement relating to the securities sold in the initial public offering has been filed with, and declared effective by, the Securities and Exchange Commission (“SEC”) on February 25, 2021. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The securities to be sold in the private placement have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of such Act and applicable state securities laws.

Cautionary Note Concerning Forward-Looking Statements

This press release contains statements that constitute “forward-looking statements,” including with respect to the proposed initial public offering and the anticipated use of the net proceeds thereof. No assurance can be given that the funding of the forward purchase agreement will occur or that the net proceeds of the offering or forward purchase agreement will be used as indicated. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and preliminary prospectus for the Company’s offering filed with the SEC. Copies of these documents are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Contact

Dan Gagnier / Jeff Mathews

Gagnier Communications

646-569-5897

sbcap@gagnierfc.com

FAQ

What is the initial public offering price for SilverBox Engaged Merger Corp I?

The initial public offering price for SilverBox Engaged Merger Corp I is set at $10 per unit.

When will SBEAU start trading on the Nasdaq?

SBEAU will begin trading on the Nasdaq on February 26, 2021.

What is included in each unit of SilverBox Engaged Merger Corp I's IPO?

Each unit consists of one share of Class A common stock and one-third of one redeemable warrant.

What is the expected close date for the IPO of SilverBox Engaged Merger Corp I?

The IPO is expected to close on March 2, 2021.

What is the purpose of the forward purchase agreement with Engaged Capital, LLC?

The forward purchase agreement is for the purchase of $100 million of Class A common stock, enhancing the company's capital post-IPO.