Kensington Capital II (KCAC) Adds New PIPE

Kensington II (NYSE:KCAC) announced this morning that it has arranged an additional $11 million PIPE for its deal with EV-charger Wallbox that saw redemptions drop its funds below the minimum cash condition.

Kensington II officers, directors and affiliates purchased 600,000 of the 1,100,000 new PIPE shares at $10 per share and this came after 8,888,682 shares were redeemed in connection with the deal’s approval vote, or approximately 38.6%. These redemptions had reduced Kensington II’s available cash to $241.1 million – below the $250 million minimum cash condition of the deal.

This closing condition was already waived by Wallbox, but the new PIPE brings the SPAC once again above the threshold.

Kensington II shareholders are set to vote to approve the transaction at a special meeting later today. Releasing this information about the state of redemptions going into that meeting removes a layer of uncertainty as these two parties work towards a close.

The two sides initially announced their $1.5 billion combination on June 9. Barcelona-based Wallbox provides a suite of EV-charging hardware and energy management systems for residential, semi-public and public use in 67 countries.

ADVISORS

• Hughes Hubbard & Reed LLP, Cuatrecasas, Gonçalves Pereira, S.L.P. and Houthoff are serving as legal advisors to Kensington.
• UBS Investment Bank is serving as financial advisor to Kensington.
• UBS and Barclays are serving as joint placement agents on the PIPE offering.
• Barclays and Drake Star Partners are serving as M&A advisors to Wallbox.
• Latham & Watkins LLP and Loyens & Loeff are serving as legal advisors to Wallbox.
• KPMG and BDO are serving as auditors to Wallbox.