Virtuoso (VOSO) Shareholders Approve Wejo Deal

Virtuoso Acquisition Corp. (NASDAQ:VOSO) announced this morning that it has secured shareholder approval of its combination with vehicle data tracker Wejo at a shareholder meeting held yesterday.

The press release did not divulge redemption figures, but Virtuoso has taken steps to shore up its cash position ahead of the vote. It added $25 million in additional funding to its $100 million PIPE in June and last week brought in an additional investor for $3.5 million more.

At the same time, it announced it had arranged a forward purchase agreement (FPA) of up to $75 million with an affiliate of Apollo Global Management. Totaling $203.5 million, these PIPE and FPA additions more than clear the transaction’s $175 million minimum cash condition regardless of redemptions.

The deal is now expected to close on November 18 with the combined company’s shares and warrants set to begin trading on the Nasdaq the following day under the new ticker symbols, “WEJO” and “WEJOW,” respectively.

Virtuoso initially inked the $800 million deal with Wejo on May 28. Manchester, UK based Wejo enables smarter mobility by organizing data points from roughly 11.8 million vehicles and more than 58 billion journeys globally, across multiple brands, makes and models, and then standardizing and enhancing those streams of data on a vast scale.

The transaction included participation by strategic PIPE investors Microsoft (NASDAQ:MSFT), Palantir Technologies (NYSE:PLTR), and General Motors (NYSE:GM).

ADVISORS

• Citigroup Global Markets Inc. is serving as exclusive financial advisor to Wejo.
• Weil, Gotshal & Manges LLP is serving as legal counsel.
• Moelis & Company LLC is serving as exclusive financial advisor to Virtuoso.
• Arnold & Porter Kaye Scholer LLP is serving as legal counsel.
• Moelis & Company LLC is acting as lead placement agent on the PIPE.
• Cohen & Company Capital Markets (a division of J.V.B. Financial Group, LLC) and The Growth Stage also acted as placement agents on the PIPE.
• BTIG, LLC and Moelis & Company LLC acted as joint bookrunners on Virtuoso’s $230mm IPO in January 2021 and are acting as joint capital markets advisors to Virtuoso.