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Atlantic Coastal Acquisition Corp. *

Atlantic Coastal Acquisition Corp. *

Feb 11, 2021 by Kristi Marvin

SUBSEQUENT EVENT – 2/14/24 – LINK

  • On August 17 and November 20, 2023, the Company was notified by Staff of non-compliance with Nasdaq’s filing requirements due to unfiled Form 10-Qs for periods ending June 30 and September 30, 2023.
    • Despite submitting materials on October 31, 2023, and being granted an extension until February 13, 2024, the Company failed to file the overdue reports by the deadline.
    • Additionally, the Company’s failure to hold an annual shareholder meeting within twelve months post-fiscal year-end has led to further non-compliance with Nasdaq’s listing rules, posing a separate delisting risk.
    • The Company, choosing not to request a hearing for reconsideration or seek a delisting stay, faces impending delisting actions.

SUBSEQUENT EVENT – 10/4/23 – LINK

  • The SPAC entered into a Sponsor Membership Interest Purchase Agreement with Porche Capital LTD (the “Buyer”), Anthony (Tony) Porcheron (“Principal”), Atlantic Coastal Acquisition Management LLC and the sponsor of the Company (the “Sponsor”), and Shahraab Ahmad, solely in his capacity as managing member of the Sponsor (“Ahmad”).
  • The closing of the transactions contemplated by the Purchase and Sponsor Handover Agreement (the “Closing”), occurred on October 2, 2023.
  • The Sponsor agreed to sell, and the Buyer agreed to purchase, 55% of the membership interests of the Sponsor (the “Transferred Interests”), entitling the Buyer to the allocation of approximately 4,465,867 shares of Class A common stock, one share of Class B common stock and 3,336,667 private placement warrants to acquire 1,112,222 shares of Class A common stock for a total purchase price of $1.00.
  • The Sponsor transferred the remaining 45% of the membership interests, entitled to approximately 3,653,892 shares of Class A common stock and 2,730,000 private placement warrants to acquire 910,000 shares of Class A common stock, to a separate limited liability company, of which Shahraab Ahmad is the managing member.

EXTENSION – 9/13/23 – LINK

  • The SPAC approved the extension from September 8, 2023 to September 8, 2024.
    • 385,961 shares were redeemed for $10.53 per share.
    • $0.18/share will be deposited into the trust account to extend to 3/8/24 and an additional $0.03/Share per month thereafter.

LIQUIDATION – 8/18/23 – LINK [LIQUIDATION REVERSED]

  • The Company anticipates that the last day of trading in the Class A ordinary shares will be August 18, 2023.
    • The per-share redemption price will be approximately $10.40

EXTENSION 3/3/23 – LINK

  • The company will extend the date by which it must consummate a business combination from March 8, 2023 to June 8, 2023. 
    • 30,967,389 shares were redeemed at a price of approximately $10.14 per share.
    • From March 8, 2023 to June 8, 2023 no funds will be deposited into the trust account. From June 8, 2023 to Septemeber 9, 2023, $80K per month will be deposited into the trust account.
  • The Sponsor entered into Non-Redemption Agreements with several unaffiliated third parties and agreed to transfer an aggregate of 2,368,264 shares of common stock to such parties in exchange for them agreeing not to redeem their Public Shares at the Meeting.

SUBSEQUENT EVENT – 2/27/23 – LINK

  • The SPAC entered into a non-redemption agreement for an undisclosed amount and will offer to the shareholders mentioned who do not redeem, Class B Founder shares as consideration.

The below announced combination was terminated on 2/11/22.  It will remain on the page for reference purposes only. Once a new combination is announced it will be added to the top of the page.

PROPOSED BUSINESS COMBINATION: Essentium, Inc. [TERMINATED on 2/11/22 – 8-K LINK]

ENTERPRISE VALUE: $974 million
ANTICIPATED SYMBOL: ADTV

Atlantic Coastal Acquisition Corporation proposes to combine with Essentium, Inc., a leading innovator of industrial additive manufacturing solutions. Essentium, Inc. provides industrial 3D printing solutions that are disrupting traditional manufacturing processes by bringing product strength and production speed together, at scale, with a no-compromise engineering material set.

Investment Highlights

  • Technology includes Essentium’s line of High-Speed Extrusion (HSE™) 3D Printing Platforms, which are 5 to 15 times faster compared to incumbent extrusion additive manufacturing systems; Essentium’s transformational data capture abilities enable real-time capture of critical parameters via high-fidelity data streams at a rate that is on average 14 times faster per variable than traditional additive manufacturing.
  • Currently serves a $209 billion TAM by meeting a range of commercial and mission-critical use cases for its global machine tooling, jigs, fixtures, and thermoplastics offering, as well as relevant DoD applications.
  • Marquee customer base that includes the U.S. DoD, Lockheed Martin Corporation, and Ford Motor Company (“Ford”), among other aerospace and defense, government, and blue-chip industrial customers.
  • Extensive IP portfolio across polymer and metal systems, processes, and materials, with more than 150 patents to date.

TRANSACTION

  • The proposed business combination values the combined company at a $974 million pro forma enterprise value, at a price of $10.00 per share and assuming no redemptions by Atlantic Coastal shareholders, offering an attractive valuation of 4.6x Essentium’s projected 2023E Revenue of $212 million.
  • The proposed transaction is expected to deliver up to $346 million of net proceeds to the Company, assuming no redemptions and net of transaction expenses, including a fully committed common stock PIPE of over $40 million at $10.00 per share led by institutional and strategic investors including BASF, Atalaya and Apeiron. Atlantic Coastal’s management team is also contributing $20 million to the PIPE.
  • Existing Essentium shareholders will roll over 100% of their equity into the combined company. Following the closing of the transaction, these shareholders are expected to hold approximately 64% of the issued and outstanding shares of common stock.
  • Atlantic Coastal and ACM ARRT VII C LLC, an affiliate of Atalaya, have agreed to conduct a joint tender offer for the shares held by Atlantic Coastal stockholders seeking to exercise redemption rights in connection with the closing of the proposed transaction.
  • Subject to certain limitations, Atalaya has agreed to purchase the first 10 million shares tendered by stockholders exercising such redemption rights, while Atlantic Coastal will purchase any shares in excess of 10 million shares tendered for redemption.
  • To the extent that the number of shares tendered by stockholders exercising redemption rights is fewer than 10 million shares, then
    • (a) Atalaya will purchase any shares tendered by stockholders exercising redemption rights plus
    • (b) Atalaya will purchase shares in a PIPE at $10.00 per share in an amount equal to the difference between 10 million shares minus the number of shares purchased by Atalaya in the tender offer.
  • Subject to early settlement or termination under certain circumstances, Atlantic Coastal has agreed to purchase all of the shares acquired by Atalaya in the joint tender offer or PIPE at the redemption price pursuant to a forward purchase agreement, which provides for the purchase of such shares by Atlantic Coastal along with the related settlement of such forward purchase in cash or shares, at Atalaya’s election, occurring two years thereafter.

Atlantic Coastal Transaction Overview

PIPE

  • Pursuant to the Subscription Agreements, each Subscriber agreed to subscribe for and purchase and ACAH agreed to issue and sell to such Subscribers, on the Closing Date, an aggregate of 4,185,000 shares of ACAH New Common Shares (as may be decreased by Non-Redeemed Shares, the “Subscriber Committed Shares”) for a purchase price of $10.00 per share, for aggregate gross proceeds of approximately $41.9 million (the “PIPE Financing”).
    • ACF’s Subscription Agreement accounting for $20.0 million
    • BASF’s Subscription Agreement accounting for $16.0 million and
    • Mr. Baliff’s Subscription Agreement accounting for approximately $0.3 million of the PIPE Financing.
  • The lock-up periods described in the Lock-up Agreement will not apply to any shares acquired or issued in connection with the PIPE Financing.
  • The Subscription Agreements include customary termination provisions, except that, in the case of ACM, if the Forward Purchase Agreement (as defined below) is terminated prior to the Pricing Date (as defined in the Forward Purchase Agreement), then the Subscription Agreement between ACAH and ACM shall also be terminated.

FORWARD PURCHASE AGREEMENT & TENDER OFFER

  • ACAH and ACM entered into:
    • (i) an agreement (the “Forward Purchase Agreement”) for an OTC Equity Prepaid Forward Transaction (the “Forward Purchase Transaction”) and
    • (ii) an agreement (the “Tender Offer Agreement”) pursuant to which ACM and ACAH will jointly commence a tender offer (the “Tender Offer”) to purchase shares of ACAH Class A Common Stock, which Tender Offer shall commence contemporaneously with the effectiveness of the Registration Statement.

Tender Offer:

  • Under the Tender Offer Agreement, ACM shall purchase the first:
    • (a) 10,000,000 shares or
    • (b) such lesser amount as would result in ACM owning 9.9% of the outstanding ACAH Class A Common Stock after giving effect to the Business Combination (the lesser of the two being the “Maximum Share Amount”) that are tendered by stockholders of ACAH.
  • If less than the Maximum Share Amount is tendered to ACM in the Tender Offer, ACAH and ACM shall enter into a Subscription Agreement (the “Tender Offer Subscription Agreement”) pursuant to which ACAH shall sell to ACM the difference between the Maximum Share Amount and the number of shares purchased by ACM in the Tender Offer.
  • The Tender Offer Subscription Agreement includes customary termination provisions, except that, if the Forward Purchase Agreement is terminated prior to the Pricing Date (as defined in the Forward Purchase Agreement), then such Tender Offer Subscription Agreement between ACAH and ACM shall also be terminated.

Forward Purchase Agreement:

  • The Forward Purchase Agreement also provides that, at any time, and from time to time, after the closing of the Business Combination, ACM may sell Subject Shares (or any other shares of ACAH Class A Common Stock, up to a maximum of 10,000,000 shares) at its sole discretion in one or more transactions, publicly or privately and, in connection with such sales, terminate the Forward Purchase Transaction in whole or in part in an amount corresponding to the number of Shares sold (the “Terminated Shares”) with notice required to ACAH three days prior to any full or partial termination.
  • Subject to certain termination provisions, the Forward Purchase Agreement provides that on the 2-year anniversary of the closing of the Business Combination (such anniversary, the “Maturity Date”), ACM will sell to ACAH a specified number of shares (up to a maximum of 10,000,000 shares) of ACAH Class A Common Stock at a price (the “Forward Price”) equal to the per share redemption price of shares of ACAH Class A Common Stock
  • On the settlement date of any such early termination, ACM will pay to ACAH a price equal to the product of:
    • (i) the number of Terminated Shares and
    • (ii) the Reset Price (which is, initially, the Redemption Price, as adjusted on the first scheduled trading day of each month following the month in which the closing of the Business Combination occurs to equal the lesser of
      • (x) the Reset Price, as may have been adjusted prior to such day and
      • (y) the volume-weighted average price on the last scheduled trading day of the immediately preceding month, provided that the Reset Price shall not be lower than $8.00 per share);
    • Provided, further, however, that, if ACAH offers and sells ACAH Class A Common Stock in a follow-on offering registered under the Securities Act at a price lower than the Reset Price (the “Offering Price”), then the Reset Price shall be further reduced to equal the Offering Price, which may be lower than $8.00 per share.
    • At the Maturity Date, ACM will be obligated to transfer any remaining Shares to ACAH in satisfaction of its obligations under the Forward Purchase Agreement.
    • The effectiveness of the transactions under the Forward Purchase Agreement is subject to the condition that the Tender Offer Agreement shall be in full force and effect.
  • Pursuant to the terms of the Forward Purchase Agreement, ACM has agreed to waive any redemption rights of certain shares under ACAH’s A&R Charter that would require redemption by ACAH of ACAH Class A Common Stock.
  • Such waiver may reduce the number of shares of ACAH Class A Common Stock redeemed in connection with the Business Combination, which reduction could alter the perception of the potential strength of the Business Combination.

LOAN & SECURITY AGREEMENT

  • ACF entered into a Loan and Security Agreement (the “Loan Agreement”) with Cantor Fitzgerald Securities, an affiliate of one of the placement agents for the PIPE Financing (the “Lender”), pursuant to which ACF shall obtain a term loan in the amount of $20 million (the “Loan”) to fund the purchase of its subscription of 2,000,000 ACAH New Common Shares (the “ACF Subscription”) under its Subscription Agreement with ACAH immediately prior to the Closing Date.
  • The Loan will mature on the one-year anniversary of the Closing Date and interest will accrue to and is scheduled to be paid on such anniversary.
  • The conditions for funding of the Loan are customary for transactions of this type. At the time of funding of the Loan, ACAH shall pay the Lender a fee of $4,500,000, which fee was approved by ACAH at its sole discretion for the benefit of ACF.
  • The Loan shall be secured by, among other things:
    • (i) 8,425,000 shares of ACAH Class A Common Stock (following the conversion of the 8,425,000 founder shares that are held by Sponsor and the transfer of those shares to ACF in connection with the Loan Agreement prior to the funding of the Loan) and
    • (ii) 2,000,000 of ACAH New Common Shares from the ACF Subscription (the “Collateral”).
  • The Loan is subject to mandatory prepayment, in whole or in part, in the event of any of the following:
    • (i) a suspension of or limitation imposed on trading by Nasdaq on any scheduled trading day (whether by reason of movements in price exceeding limits permitted by Nasdaq or otherwise) relating to the shares of ACAH Class A Common Stock
    • (ii) if there is a sale or disposition of the Collateral by ACF or
    • (iii) the loan-to-value ratio in connection with the Collateral is greater than 40% (“LTV Ratio”), such that prepayment is required to the extent necessary for continued compliance with the LTV Ratio.

LOCK-UP

  • At the closing of the Business Combination, directors and officers of the Company, other equity holders of the Company, Atlantic Coastal Acquisition Management LLC (the “Sponsor”), Atlantic Coastal Finance Company LLC, a special purpose entity created in connection with the loan arrangement describe below and wholly-owned subsidiary of the Sponsor (“ACF”), and current independent directors of ACAH (collectively, the “Lock-Up Securityholders”) will enter into a lock-up agreement (the “Lock-Up Agreement”) with ACAH, pursuant to which, among other things, the Lock-Up Securityholders will be restricted from transferring capital stock of the Company after closing of the Business Combination for:
    • (i) In the case of directors and officers of the Company, one year after the Closing Date
    • (ii) For certain equity holders of the Company, the earlier of:
      • (A) the later of (x) 180 days after the Closing Date and (y) the date upon which the volume-weighted average price of shares of the Class A common stock, par value $0.0001 per share, of ACAH (or as renamed following the consummation of the Business Combination, the “ACAH Class A Common Stock”) is equal to or greater than $15 per share on 20 trading days in any 30 trading day period and
      • (B) one year after Closing Date
    • (iii) In the case of the Sponsor, ACF, the current independent directors of ACAH, and certain other equity holders of the Company, the earlier of:
      • (A) the later of (x) 180 days after the Closing Date and (y) the date upon which the volume-weighted average price of ACAH Class A Common Stock is equal to or greater than $12 per share on 20 trading days in any 30 trading day period and
      • (B) one year after the Closing Date, subject to certain exceptions, including those in connection with the pledge or transfer of Collateral (as defined below), and as fully described therein.

EARNOUT

  • During Earnout Period, the Earn-Out Pre-Closing Company Shareholders will be entitled to receive Earnout Shares or Earnout RSUs, as applicable, promptly after the occurrence of a Triggering Event in accordance with their respective Earnout Pro Rata Shares.
  • The Earnout Shares and Earnout RSUs will vest in two equal tranches based on the volume-weighted price per ACAH New Common Share for at least 20 trading days in any 30-day trading period during the Earnout Period equaling or exceeding $15.00 or $20.00.

NOTABLE CONDITIONS TO CLOSING

  • There is no minimum cash closing condition.

NOTABLE CONDITIONS TO TERMINATION

  • The Business Combination Agreement may be terminated under certain circumstances prior to the Closing by either ACAH or the Company if the Business Combination is not consummated by May 30, 2022 (subject to extension to June 29, 2022 upon written notice by the Company to ACAH if certain closing conditions are not satisfied by May 30, 2022 and other specified closing conditions have been satisfied)

ADVISORS

  • Jefferies is serving as exclusive financial advisor and capital markets advisor to Essentium.
  • Latham & Watkins LLP is serving as legal advisor to Essentium.
  • Moelis & Company LLC is serving as exclusive financial advisor to Atlantic Coastal.
  • Cantor Fitzgerald & Co. is serving as lead capital markets advisor and private placement agent to Atlantic Coastal.
  • BTIG, LLC and Needham & Company are serving as additional capital markets advisors and private placement agents to Atlantic Coastal.
  • Farvahar Capital is serving as additional capital markets advisor to Atlantic Coastal.
  • Pillsbury Winthrop Shaw Pitman LLP is serving as legal advisor to Atlantic Coastal.

MANAGEMENT & BOARD

Executive Officers

Anthony Porcheron, 54 [Appointed 10/2/23] [Resigned as CEO on 2/15/24]
Chief Executive Officer and Chairman of the Board

Anthony (Tony) Porcheron, age 54, has been Managing Director and Chief Executive Officer of Porche Capital LTD, a business consulting and asset management company in Dublin, Ireland since January 2023. From May 2021 to January 2023, he was Managing Director of PK Asset Management, a business consulting and asset management company in Dublin, Ireland. From May 2019 to May 2021, he was Managing Director of Oaza Capital, an investment bank in South East Europe in Zagreb, Croatia. From September 2018 to July 2019, he was Managing Director of Products and Strategy for OTP Bank Hrvarska, the Croatian subsidiary of OTP Bank, one of the largest banking conglomerates in Eastern Europe. From August 2017 to January 2018, he was Chief Financial Officer of Fuquan Capital, a leading conglomerate of China State Owned Companies, where he was responsible for all regulatory, financial and administrative functions, including preparing all regulatory and financial reporting for public listing. From January 2016 to September 2017, Mr. Porcheron served as CEO of Oasis Medical Devices, a medical devices sales and distribution company. From January 2001 to August 2012, Mr. Porcheron managed an investor advisory practice at Worldsource Securities, a multi-family office for 20 High Net Worth North American families, where he served as his clients’ primary advisor and managed their financial and business affairs, including their personal and corporate investments, as well as corporate structures, financial and balance sheet structuring, public listings and international estate planning. Mr. Porcheron received a Hon Arts degree in economics from Laurentian University in 1991.

Khash—Erdene Gantumur, 41 [Appointed 10/2/23] [Resigned 2/14/24]
Chief Financial Officer

Khash—Erdene Gantumur, age 41, has been CEO of the Mongolian Central Trading Exchange LLC, of which he was the founder, since June 2016. From May 2019 to November 2019, he was CFO of Chinggis Khaan Bank in Mongolia. From June 2018 to December 2018, Mr. Gantumur was an Independent Consultant of ADB to analyze Government Budget efficiency, the Ministry of Finance, Ulaanbaatar, Mongolia. From August 2013 to December 2015, he was the Director General of the Financial Department for the State Bank of Mongolia. From March 2012 to August 2013, Mr. Gantumur was Coordinator of Financial sector stability project, WORLD BANK, Ministry of Finance, Ulaanbaatar, Mongolia. From November 2011 to March 2012, he was National Consultant for ADB (MON-DI) project, Ministry of Finance, Ulaanbaatar, Mongolia. From November 2004 to 2009, Mr. Gantumur was Specialist of Housing Finance and Mortgage Security Market, Ministry of Construction & Urban Development, Ulaanbaatar, Mongolia. Mr. Gantumur received a Master’s degree in Public Policy from Hitotsubashi University, Asian Public Policy Program, Tokyo, Japan and a Bachelor’s degree in Economics from the National University of Mongolia.

Tsogtgerel Bayanjargal, 57 [Appointed 10/2/23]
Executive Vice President

Tsogtgerel Bayanjargal, age 57, has been Vice President of the National University of Mongolia for Innovation and Development since 2016. He was the head of office of the Minister for Mega project in Mongolia from November 2014 to July 2016; Vice Minister of Ministry of Industry and Agriculture of Mongolia from September 2012 to November 2014; President of Chinggis Industrial Group from August 2010 to September 2012; Secretary of New National Democratic Party from January 2007 to August 2010; Director of Economic Regulation, Department of CAA of Mongolia from December 2005 to  January 2007; Advisor to a Member of the Mongolian Parliament in 2004; President and CEO of infrastructure construction company “Moninjbar” JSC in January 2001;  Director of the Board of Directors Mongol Leather JSC, tourism company Terelj Juulchin JSC from 1998 to 2001; and  CEO of Innovation Bank of Mongolia from May 1997 to October 2000; and Vice President of Ajnai LLC from March 1992 to May 1997. Mr. Bayanjargal received an MBA from the School of Economics at the National University of Mongolia and an LLM from the Law School at the National University of Mongolia. He attended the Polytechnic Academy of Irkutsk, Soviet Union from 1984 to 1989; the Institute of management in Moscow, Russia from 1990 to 1991; Law School at the National University of Mongolia from 1957 to 1997; a program in bank management at the University of New Mexico in July 1998 and in Frankfurt, Germany in August 1998.

Shahraab Ahmad, 44 [Resigned as CEO and Chairman 10/2/23]
Director, Former Chief Executive Officer and Former Chairman of the Board

Mr. Ahmad most recently served as the Chief Investment Officer for Decca Capital Ltd, a fund founded by Mr. Ahmad that invested across capital structures in the U.S. and Europe from April 2015 until December 2018. Prior to his tenure at Decca Capital Ltd, Mr. Ahmad served as a portfolio manager for Hutchin Hill Capital, LP from 2008 to 2013 and Sailfish Capital Partners, LLC from 2005 to 2008 and J.P. Morgan from 1999 to 2004, where he last co-headed the High Yield Credit trading group. At J.P. Morgan, Mr. Ahmad managed credit portfolios across the U.S. and Europe. Mr. Ahmad holds a B.A. in Mathematics and Economics from Wesleyan University and studied corporate finance at the London School of Economics.

Burt Jordan, 53 [Resigned 10/2/23]
President and Director

Mr. Jordan was an executive at Ford from July 1999 until July 2020, where he most recently served as vice president of Global Purchasing Operations and Supply Chain Sustainability. At Ford, Mr. Jordan was responsible for Ford’s commodity-related and Indirect Purchasing and Supplier Sourcing program around the world for the past 10 years. In June 2020, Mr. Jordan was named the 2020 CPO of the Year by the National Minority Supplier Development Council, which recognized his impactful leadership within Ford and the larger supplier-diversity community. Mr. Jordan holds a B.B.A. in Business Administration from Alma College.

Anthony D. Eisenberg, 39 [Resigned 10/2/23]
Chief Strategy Officer and Director

Since 2013, Mr. Eisenberg has managed Tappan Street, a multi-strategy family office with expertise in environmental, social and corporate governance principles and private market investments. Since March of 2020, Mr. Eisenberg has also served on the board of advisors of Komma, a mobility company targeting the urban mobility vehicle market. From 2013 to 2019, Mr. Eisenberg served on the board of advisors of Michigan Income Principal-Protected Growth Fund, an impact investing fund in partnership with the State of Michigan and the US Department of Treasury and led the firm’s development activities. Mr. Eisenberg began his career in politics working in the Office of U.S. Senator Debbie Stabenow, Patton Boggs and the D.C. based research group Marwood Group, prior to his principal investing career, which began at the hedge fund Christofferson Robb & Company. Mr. Eisenberg holds an M.B.A. in Finance from Georgetown University?—? The McDonough School of Business, a J.D. from the University of Michigan Law School and a B.B.A. in Finance and Political Science from the University of Miami.

Ronald C. Warrington, 61 [Resigned 4/11/22]
Chief Financial Officer

Mr. Warrington has been the managing partner of Sandy Hill Ventures LLC, a venture / private investment firm based in San Francisco, California since 2007. Since 2015, Mr. Warrington has served as a manager and director of Pace Funding, Inc., a technology-based secured lending company. Prior to this, Mr. Warrington was Chairman of the Board of Directors DigitalPersona, Inc., (2013?–?2014) a leading worldwide optical biometric company. Previously, Mr. Warrington was a senior partner at Energy & Environmental Economics from 1998 to 2007 and was a lead investor, president and COO of US Public Communications from 1989 to 1991 before its merger and subsequent IPO as Communications Central, Inc. (NASDAQ: CCIX), where he was an independent director from 1992 to 2001. He received his M.B.A. from Harvard University and holds a B.A. in Economics from University of California, Berkeley.

Jason Chryssicas, 37 [Appointed 4/11/22] [Resigned 10/2/23]
Chief Financial Officer

Mr. Chryssicas also serves as the Chief Financial Officer and a director of Atlantic Coastal Acquisition Corp. II, a separate blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination with one or more businesses, since October 2021. Prior to that, Mr. Chryssicas served in a variety of leadership positions within financial services and capital markets, including Investor Relations, Investment Banking, Corporate Development and Strategy. Since 2013, Mr. Chryssicas has served in various roles at the financial services companies Cantor Fitzgerald, L.P. and BGC Partners Inc., including his current role as Head of Investor Relations at both firms. As previously disclosed, on February 9, 2022, the Company terminated its proposed business combination with Essentium, Inc., a Delaware corporation (the “Terminated Transaction”). In connection with the Terminated Transaction, Cantor Fitzgerald & Co., an affiliate of Cantor Fitzgerald, L.P., was engaged by the Company as advisor and placement agent. Cantor Fitzgerald Securities, an affiliate of Cantor Fitzgerald, L.P., was engaged by Atlantic Coastal Finance Company LLC (a wholly-owned subsidiary of the Company’s sponsor, Atlantic Coastal Acquisition Management LLC) as lender.

Ned Sizer, 57 [Resigned 10/2/23]
Chief Operating Officer

Since January 2021, Mr. Sizer has served as the Chief Financial Officer of Sendle, a carbon-neutral courier service company.Previously, he served as Chief Financial Officer of Turo Inc., a peer-to-peer car sharing company with an established platform and marketplace from December 2016. Prior to joining Turo, Mr. Sizer has held several executive leadership positions, including as Chief Financial Officer of Sequoia Consulting Group (January 2015 – November 2016) and Hightail (March 2013 – November 2014). Additionally, Mr. Sizer has held senior leadership positions at Ancestry.com (November 2010?–?March 2013), Silver Spring Networks (October 2008 – May 2010) and Omniture (February 2006?–?October 2008). Over the course of his career, Mr. Sizer has obtained capital markets, fundraising and mergers and acquisitions experience across several industries. Mr. Sizer received his M.B.A. from Miami University and holds a B.A. in History from DePauw University.

Board of Directors

Chandra Panchal, 74 [Appointed 10/2/23] [Resigned 2/14/24]
Director 

Dr. Chandra Panchal, age 74, is the founder of Axcelon Biopolymers Corp., a biotechnology company where he has been Chairman, CEO and Chief Scientific Officer since 2008. From 1989 to 1999 he was Co-Founder, President, and Chief Executive Officer of Procyon Biopharma Inc., which he took public on the Toronto Venture Exchange in 1998, and which was listed on the TSX main exchange in 2000 and, from 1999 to 2006, Dr. Panchal was Chief Scientific Officer and Senior Executive Vice President. From 2006 to 2008, he was Executive Vice President, Business Development, Licensing & Intellectual Property, at Ambrilia Biopharma Inc., a company that resulted from a merger between Procyon Biopharma Inc. and Cellpep, Inc. During his term at Procyon Biopharma Inc. and Ambrilia Biopharma Inc., he led the development of several novel drugs/diagnostics devices in oncology woundcare and virology. He also led several M&A transactions and helped secure major licensing agreements with pharmaceutical companies, including a $300 million Licensing Agreement with Merck, Inc. Dr. Panchal has authored over 70 scientific papers and has edited a book entitled Yeast Strain Selection. Dr. Panchal is a co-inventor in respect of several patents in oncology, diagnostics, biopolymers and industrial microbiology. He was an Adjunct Professor in chemical and biochemical engineering at the University of Western Ontario from 1982 to 2019. He was a member of the board of directors of the following organizations: a Lead Director of Medicenna Therapeutics Inc. (TSX and NASDAQ:MDNA), a cancer therapy company, from February 2017 until September 2023 and Avicanna Inc. (TSX:AVCN), a biopharma drug development company of which he was Chairman of the Board from November 2017 to September 2023, when he retired. He was a founding Director and from 2009 to 2015 a Board member of MaRS Innovation, a center of excellence for the commercialization of technologies from universities and hospitals based in Toronto, as well as Director of Avivagen (TSX.V:CFR), a veterinary therapeutics company. Dr. Panchal has been an advisor to, as well as a Board member of, several small and mid-size companies and has been a member of a number of Federal and Provincial advisory committees. In 1991 he was named Entrepreneur of the Year by the London Chamber of Commerce. Dr. Panchal obtained a B.Sc. Hon (1972) and a M.Sc., in molecular biology (1975) from the University of Toronto, and a Ph.D., in biochemical engineering from the University of Western Ontario (1979).

Tseren Purev, 63 [Appointed] [Resigned 2/14/24]
Director

Tseren Purev, age 63, has over 30 years of experience in corporate and government biotech experience in Mongolia, Russia, China, Ukraine, the United Kingdom, Australia and throughout Asia. Mr. Purev is experienced in animal biotechnologies, developing expression systems for the production of biopharmaceuticals, developing cloning technologies for the production of biopharmaceuticals in domestic animal mammary and development of luxury caviar production in indoor condition, dairy and egg protein fractionation, human plasma fractionation, and the development of a diagnostic kits. He has developed many patented technologies. In addition, Mr. Purev has extensive connections with senior government leaders and business executives in Mongolia. Mr. Purev is Chairman of Khutug Holding Corporation, which he founded in 2022. He also is Chairman and CEO, of Bukha International LLC, a biotech company which he founded in 2015. From 2013 to 2016, Mr. Purev was Advisor to the Minister of Culture, Education and Science of Mongolia. From 2006 to 201_, he was President of Wisdom Asset Holding Group, which he founded in 2006. Mr. Purev received a Bachelor’s degree in Animal Science from the College of Animal Science, Agricultural University of Inner Mongolia, Peoples’ Republic of China.

Bartholomew Pan-Kita, 59 [Appointed 10/2/23]
Director

Bartholomew Pan-Kita, age 59, has been Managing Director, Global Head of Capital Markets, Special Situations & Merchant Banking of Univest Securities LLC since 2021. He was Managing Director, Global Head of Debt Capital Markets & Special Situations, of Maxim Group LLC from 2016 to 2021. From 2015 to 2016, he was Managing Director, Investment Banking & Global Special Situations and Structured Products of NatAlliance Securities LLC. From 2012 to 2015, Mr. Pan-Kita was Managing Director, Private Placement, Global Structured Products & Leveraged Finance of Cantor Fitzgerald & Co. From 2011 to 2012, he was Managing Director, Head of Credit Arbitrage Team, of Newedge. From 2010 to 2011, Mr. Pan-Kita was Managing Director, Global Leverage Finance & Structured Products of Cohen & Company. From 2009 to 2010, he was Senior Vice President, Co-Head Emerging Markets & Special Situations of MF Global. From 2006 to 2008, Mr. Pan-Kita was Director, Global Financial Markets & Structuring group at Deutsche Bank. From 2005 to 2006, he was Principal, Proprietary Trading at Bank of America. From 2003 to 2005, Mr. Pan Kita was Portfolio Manager at RHG Capital, L.P. From 1999 to 2003, he was Executive Director and Global Head, Index & Portfolio Strategy Group and Interest Rate Strategic Group at Morgan Stanley. From 1997 to 1999, he was Vice President, Global Leveraged Strategies Group at Merrill Lynch. Mr. Pan-Kita received a BS degree in Business-Administration from the Leonard N. Stern School of Business, New York University and an MBA degree in Finance and Statistics from the University of Alabama.

Joanna Lord, 38 [Resigned]
Director 

Ms. Lord most recently served as the Chief Marketing Officer of Skyscanner LTD from January 2019 until December 2020. Prior to joining Skyscanner, Ms. Lord served as the Chief Marketing Officer of ClassPass (2016?–?2019) and the Vice President of Marketing at Porch (2014?–?2016). Ms. Lord received her M.A. in Communications from Pepperdine University and B.A. in Journalism/Communications from St. Michaels College.

Bryan Dove, 40 [Resigned]
Director

Mr. Dove was an executive at Skyscanner LTD from June 2015 until June 2020, where he most recently served as Chief Executive Officer Mr. Dove was also a director at Skyscanner LTD from 2018 to 2020. Prior to joining Skyscanner, Mr. Dove held several senior leadership positions within the technology industry at Amazon (2014 – 2015), Microsoft (2009?–?2014), and Eclipsys Corporation (2004?–?2009). Bryan also serves as a board director at a privately held artificial intelligence company specializing in the real estate and financial sectors.

Iqbaljit Kahlon, 34 [Resigned]
Director

Since June 2014, Mr. Kahlon has served as the managing partner of Tomales Bay Capital, a global investment firm with a focus on innovative companies, and since August 2015, the executive chairman of Hive, an artificial intelligence company specializing in computer vision and deep learning. At Tomales Bay Capital, Mr. Kahlon invested in innovative and technology-based companies including SpaceX. Mr. Kahlon received his M.B.A. from the University of Chicago Booth School of Business and a bachelor’s degree from the University of Michigan.

Daniel M. Tapiero, 52 [Resigned 3/21/23]
Director

In his 25-year career, Mr. Tapiero has worked as a portfolio manager and analyst with a number of well-known investors. Since 2019, Mr. Tapiero has served as the Chief Executive Officer and Managing Partner of 10T Holdings, a growth equity firm. He is also the Managing Partner of DTAP Capital Advisors, a global macro investment vehicle he launched in 2003. In 2009, he co-founded Gold Bullion International, an institutional-grade physical precious metals platform, and currently serves as the Chairman of the Board of Directors. In 2007, Mr. Tapiero was also a co-founder along with Stan Druckenmiller and Goldman Sachs of the Agricultural Company of America, one of the largest private farmland REITs in the United States. Mr. Tapiero received his M.A. in European History and B.A. in History from Brown University, graduating with Phi Beta Kappa honors.

ByKristi Marvin