New SPAC Filing: Tenzing Acquisition Corp. Files for $50 Million IPO

Tenzing Acquisition Corp:  Focused on India 

Late Friday, Tenzing Acquisition Corp. filed for a $50 million SPAC IPO with a focus on companies in India that have an enterprise value between $150 million and $500 million.

Tenzing is headed by Rahul Nayar, as CEO, and Parag Saxena, as Chairman.  Notably, Mr. Saxena co-founded, was Managing Partner and CEO, of both Vedanta Capital and New Silk Route Growth Capital.  Both are private equity companies that collectively manage over $1 billion in assets.

Mr. Nayar has PE experience as well, but more importantly, his bio states that he has SPAC experience via assisting teams source transactions. In particular, ROI Acquisition Corp. II, which was underwritten by Deutsche Bank. Unfortunately, that SPAC had to liquidate when it ran out of time.

This will be the second India-focused SPAC from Maxim Group, the other being I-AM Capital Acquisition Company.

Looking at the structure, once again we are seeing the “one warrant to purchase 1/2 share” term, rather than the typically stated 1/2 a warrant.  Additionally, the warrant call for redemption threshold is $21.00 (rather than the standard $18.00), which seems in compensation for the warrant’s “1/2 share”.

Summary of terms are as follows:

• Focus:  India (EV between $150 million and $500 million)
• $10.00 unit comprised of one ordinary Share + one warrant to purchase 1/2 Share
• Warrant call for redemption threshold: equals or exceeds $21.00 (cash or cashless exercise)
• 101% held in trust ($10.10 per share)
• 24 months to complete an acquisition 

Maxim Group LLC is sole bookrunning manager.  Ellenoff Grossman & Schole LLP and Loeb & Loeb LLP are Issuer’s Counsel and Underwriter’s Counsel, respectively.