Trajectory Alpha Acquisition Corp. (NYSE:TCOA) announced this afternoon that it has entered into a purchase and contribution agreement with its sponsor and J. Streicher Holdings, LLC. As a result, the SPAC will undergo a change in management.
As part of the agreement, J. Streicher will pay $250,000 to Trajectory Alpha and $1.00 to the sponsor. In return, the sponsor will sell and assign 2,170,464 shares of Class B common stock and 4,525,000 private placement warrants to J. Streicher, each of which is exercisable to purchase one share of Class A common stock of TCOA.
Concurrently with the execution of the agreement, J. Streicher also has the right to force the SPAC’s current directors and officers to resign, cause the sponsor to make certain changes to the board of directors and officers, and file a formal name change of the SPAC within ten days of the effective date.
In addition to the payment of the purchase price, J. Streicher also assumed responsibility for all of the company’s reporting obligations and all other obligations of the sponsor related to the company. To the extent that Trajectory Alpha’s duration is extended for more than two years from the date of the prospectus in connection with its IPO, the SPAC will be forced to purchase an extension of directors’ and officers’ insurance substantially equivalent to the existing insurance for the duration of the company.
Additionally, Trajectory Alpha entered into another purchase agreement with J. Streicher, the sponsor, and the seller, Metric Finance Holdings II. As part of this agreement, J. Streicher is to pay the consideration to Metric Finance Holdings II, which will then sell and assign 22,434 shares of Class B Common Stock to J. Streicher.
Following these agreements, Trajectory Alpha will undergo a change in management with Paul Davis appointed as the new CEO, effective June 2. Mr. Davis has served as the COO of the Acquirer, a global financial services company, since January 2019. Prior to joining the Acquirer, Mr. Davis served as Managing Director of Black Swan Data Ltd, a London-based technology and data science company that produces predictive and analytical software. Previously, he served as CEO of Black Swan Edge Ltd, a company specializing in raising capital via structured products for small and medium-sized enterprises across Europe, America, and Asia.
Mr. Davis is joined by CFO Pantelis Dimitriou, who holds the position of Partner and Head of Consulting at Demetriou & Associates Business Advisers Ltd. Since 2020, Mr. Dimitriou has served as an active member of the Fund Administration Technical Committee of the Cyprus Investment Funds Association.
Peter Bordes, Paul Sethi, Jonathan Bond, Ninan Chacko, and Elisabeth H. DeMarse tendered their resignations as directors of the SPAC, and Peter Bordes and Michael E.S. Frankel resigned as officers. Jonathan Bond, Ninan Chacko, and Elisabeth H. DeMarse also resigned as directors of the audit committee, compensation committee, and nominating and corporate governance committee.
In connection with the agreement, Pantelis Dimitriou, Niall Ennis, Paul Davis, Adeel Rouf, and Sarah Watson were appointed as members of the board of directors of Trajectory Alpha.
The SPAC brought in $174.2 million in total proceeds from its December 2021 IPO with a focus on disruptive, technology-driven businesses. It has not yet announced a business combination and has a current completion deadline of June 14. But, Trajectory Alpha has an upcoming meeting on June 8 where it hopes to seek shareholder approval to extend this timeline to March 14, 2024.