Twelve Seas Investment Company II Announces Pricing of Upsized $300,000,000 Initial Public Offering

Rhea-AI Summary

Twelve Seas Investment Company II announced the pricing of its initial public offering (IPO) of 30,000,000 units at $10.00 each, trading under the ticker symbol TWLVU on Nasdaq from February 26, 2021. Each unit comprises one share of Class A common stock and one-third of a redeemable warrant, allowing the purchase of a share at $11.50. The Company aims to pursue business combinations mainly with global firms valued between $500 million and $2 billion, across various sectors. Mizuho Securities USA LLC acts as the sole book-running manager for the offering.

Positive

• Successful pricing of IPO at $10.00, enabling significant capital raise.
• Focus on global companies with equity values between $500 million and $2 billion may lead to lucrative mergers.

Negative

• Potential dilution risk for current shareholders if underwriters exercise the option for an additional 4,500,000 units.

Los Angeles, CA, Feb. 26, 2021 (GLOBE NEWSWIRE) -- Twelve Seas Investment Company II (the “Company”) announced today that it priced its initial public offering of 30,000,000 units at $10.00 per unit. The units will be listed on the Nasdaq Capital Market (“Nasdaq”) and began trading today, Friday, February 26, 2021, under the ticker symbol “TWLVU”. Each unit consists of one share of the Company’s Class A common stock and one-third of one redeemable warrant, each whole warrant entitling the holder thereof to purchase one share of Class A common stock at a price of $11.50 per share. Only whole warrants are exercisable and will trade.  Once the securities comprising the units begin separate trading, shares of the Class A common stock and warrants are expected to be listed on Nasdaq under the symbols “TWLV” and “TWLVW,” respectively.

The Company is a 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. While the Company may pursue an initial business combination target in any business, industry or geographic location, it intends to focus its search on global companies located outside the United States, focusing on those with equity values between $500 million and $2 billion. While the Company will not focus on any particular sector, it plans to consider business services, consumer, financials, healthcare, telecom and media, technology and clean energy. The Company is led by Chairman, Neil Richardson, Chief Executive Officer, Dimitri Elkin and Chief Financial Officer, Jonathan Morris.

Mizuho Securities USA LLC is acting as the sole book running manager for the offering. The Company has granted the underwriters a 45-day option to purchase up to an additional 4,500,000 units at the initial public offering price to cover over-allotments, if any. Xtellus Capital Partners Inc. and Beech Hill Securities, Inc. are acting as co-managers on this offering.

The offering is being made only by means of a prospectus.  Copies of the prospectus may be obtained, when available, from Mizuho Securities USA LLC, Attention: Equity Capital Markets, 1271 Avenue of the Americas, New York 10020; Telephone: 212-205-7600.

A registration statement relating to these securities 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 an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

FORWARD-LOOKING STATEMENTS

This press release contains statements that constitute “forward-looking statements,” including with respect to the initial public offering. No assurance can be given that the offering discussed above will be completed on the terms described, or at all. 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 offering filed with the SEC. Copies 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

Dimitri Elkin
Twelve Seas Investment Company II
delkin @twelveseascapital .com

FAQ

What are the details of the TWLVU IPO?

Twelve Seas Investment Company II priced its IPO at $10.00 per unit, offering 30,000,000 units, each consisting of one share of Class A common stock and one-third of a redeemable warrant.

When did the TWLVU units start trading?

The TWLVU units began trading on February 26, 2021, on the Nasdaq Capital Market.

What is the purpose of Twelve Seas Investment Company II?

The Company aims to effect a merger, capital stock exchange, or similar business combination with global firms, focusing on those valued between $500 million and $2 billion.

What risk do shareholders face with the TWLVU offering?

Shareholders may face potential dilution if underwriters exercise their option to purchase an additional 4,500,000 units.