RMG Acquisition Corp. (RMG.U) Files for $200 SPAC IPO

This afternoon, Deutsche Bank filed their second January SPAC with RMG Acquisition Corp. (RMG.U), a $200 million IPO focused on the diversified resources and industrial materials sectors. RMG will be led by Robert S. Mancini, as CEO and Director, and D. James Carpenter, as Chairman.

Mr. Mancini is the former Senior Advisor to Carlyle Power Partners and was a Partner and a Managing Director with The Carlyle Group and head or co-head of Carlyle’s power investment business. Additionally, he was a former Managing Director at Goldman Sachs, where he was instrumental in the formation of Goldman’s entry into the power asset investment business and was also responsible for the creation of Goldman’s proprietary Commodities Principal Investment business.  So the guy knows his stuff.

Rounding out the executive team is Phil Kassin, who will be President, COO and Director. Mr. Kassin brings the always appreciated prior SPAC experience having been the former Managing Director and Head of M&A and Financing at M-III Partners, which sponsored the $345 million SPAC, M-III Acquisition Corp.  Mr. Kassin completed M-III’s acquisition of Infrastructure and Energy Alternatives (NASDAQ: IEA) from Oaktree Capital Management earlier this year.

Looking at RMG’s terms, this is a tier-1 structure and as such, they’re asking for 24 months, 1/3 warrant and 100% in trust.  However, there isn’t any forward purchase arranged or any fancy terms like the warrant call for shares at $10.00.  Nonetheless, we now have two SPACs on file with management-friendly terms to counteract the investor-friendly terms we’ve been seeing of late.  Balance is always good for SPACs in general, so this is a positive.

To date, we have four SPACs on file for 2019 with a potential $825 million in gross proceeds and it’s only December 17th.  We expect to see a few more SPACs get filed this month to tee-up January, so hang on to your hats.  No rest for anyone in SPAC-land.

Summary of terms below:

Deutsche Banks is sole bookrunning manager.
Latham & Watkins LLP and Weil, Gotshal & Manges LLP are issuer’s counsel and underwriter’s counsel, respectively.