FGMC today announced what it called the unique features of its upcoming business combination with iCoreConnect, a SaaS company with an enterprise and healthcare workflow platform.
Key features of the structure include:
- At the close of the business combination with iCoreConnect, all non-redeemed shares of FGMC common stock held by investors will be automatically exchanged for convertible preferred stock of the combined company
- The preferred stock will have a 12% coupon, payable in cash or paid-in-kind for the first 24 months after the close of the transaction and thereafter the coupon will be paid in cash
- The initial conversion price from common stock to preferred stock will be $10 per share
- Investors holding convertible preferred stock have downside protection for the first 12 months, as the conversion price will be reset based on the trading price of ICCT common stock after one year
- iCoreConnect is expected to uplist from the over the counter market to the Nasdaq under the ticker ICCT following the close of the business combination
- Retail investors can invest in FG Merger by purchasing FGMC shares on the Nasdaq Global Market through any brokerage account
“We are thrilled to be able to offer this unique investment structure, which is usually only accessible to institutional investors through a private investment in public equity, or PIPE, deal to all investors,” said Wes Schrader, CEO of FGMC. “Our transaction, with the attractive dividend, downside protection and ability to capture the full upside of the combined company, presents a rare opportunity for retail investors to participate in contributing growth capital to a public company.”
The SPAC has a Sept. 1 deadline to close the deal. If approved, the transaction is expected to deliver up to $82.5 million of gross proceeds to the combined company from the FGMC trust account, if there are no redemptions. Read more.