Social Capital Suvretta III (DNAC) to Postpone Shareholder Vote

Social Capital Suvretta Holdings Corp. III (NASDAQ:DNAC) announced in an 8-K this morning that it intends to adjourn its 10 am ET special meeting to complete its combination with drug developer ProKidney and reconvene on a later unspecified date.

The reason given was that the parties needed additional time to satisfy “conditions to closing of the Business Combination with respect to approval by The Nasdaq Capital Market of a listing application” for the combined company’s shares.

Interestingly, there is a minimum cash closing condition of $500 million, but this is backstopped by a fully committed PIPE of $575 million at $10 per share. The PIPE is led by a $125 million contribution from Social Capital, with an additional $50 million from ProKidney’s existing investors, approximately $30 million from Suvretta Capital’s Averill strategy with the remaining $370 million coming from institutional investors and family offices.

Social Capital Suvretta III shares dropped -14.7% to a close at $8.41 yesterday after the SPAC passed its initial redemption deadline, but it is currently up about 7% in the pre-market.

The parties initially announced their $1.8 billion combination on January 18. Winston-Salem, North Carolina-based ProKidney has launched Phase III trials of its REACT cellular therapy which promises to slow the progression of chronic kidney disease (CKD) and potentially regenerate tissues and function.