Jensyn Acquisition Corporation *
PROPOSED BUSINESS COMBINATION: Peck Electric Co.
ESTIMATED CURRENT FUNDS in TRUST: $6.2 Million*
CURRENT PER SHARE REDEMPTION PRICE: $11.38*
ENTERPRISE VALUE: TBD
* SPACInsider estimate a/o June 12, 2019
Jensyn Acquisition Corp. proposes to acquire Peck Electric, the largest commercial solar EPC (engineering-procurement- contracting) company in the Northeast and ranked 60th in the United States by Solar Power World. Peck Electric provides EPC services to solar energy customers for projects ranging in size from several kilowatts for residential loads to multi-megawatt systems for large commercial and public work projects. Peck Electric has installed over 100 megawatts of solar systems since inception and is focused on profitable growth opportunities.
TRANSACTION OVERVIEW
Exchange of Shares
Upon the closing of the transactions, the stockholders of Peck Electric will exchange their shares of capital stock in Peck Electric for 3,234,501 shares of the Company’s common stock, representing approximately 59% of Jensyn’s outstanding shares after giving effect to the business combination.
Earnout
In the event that Peck Electric’s Adjusted EBITDA for the twelve month period commencing on the first day of the first full calendar quarter following the Closing (the “Earnout Period”) is $5,000,000 or more (the “Adjusted EBITDA Target”) or the closing price of the Company’s common stock is $12.00 or more per share at any time during the Earnout Period (the “Stock Price Target”), then the Company shall issue 898,473 shares of the Company’s common stock to the Stockholders and issue to certain of the initial stockholders of the Company a number of shares of the Company’s common stock equal to the number of shares of the Company’s common stock forfeited by such stockholders to the extent that such shares are used to satisfy Company obligations or to induce investors to make an equity investment in the Company at or prior to the Closing as described below under “Forfeiture of Sponsor Shares.”
Forfeiture of Sponsor Shares
By separate agreement, certain of the initial stockholders of the Company (the “Sponsors”) have agreed to forfeit:
- Up to 200,000 shares of the Company’s common stock at the Closing to the extent that such shares are used to satisfy Company obligations or to induce investors to make an equity investment in the Company at or prior to the Closing and;
- 200,000 shares of the Company’s common stock if neither the Adjusted EBITDA Target or the Stock Price Target is achieved during the Earnout Period.
JENSYN ACQUISITION CORP. MANAGEMENT & BOARD
Executive Officers
Jeffrey Raymond, 57
President, CEO and Director
Mr. Raymond, a Managing Partner of Jensyn Integration Services, LLC, has served as President of Pylon Management, Inc., a company providing consulting services to the staffing industry since 2001, and has served as Chief Executive Officer of Slate Professional Resources, a professional staffing company, as well as Culmin Staffing Group, a performance based staffing company, since 2009. In 2005, Mr. Raymond founded Accountabilities, Inc., which became a publicly traded staffing company in 2008. In addition, he serves as a consultant/advisor to Staffing 360 Solutions, Inc., a publicly traded staffing company with over $120 million in revenues.
Rebecca Irish, 53
CFO, Treasurer and Director
Ms. Irish is a Managing Partner of Jensyn Integration Services, LLC and has been a Managing Partner of RVR Consulting Group, a firm providing business advisory services to middle market companies, since 2009. Ms. Irish is also the co-founder and Managing Principal of Penta Mezzanine Fund, a private investment firm founded in 2011 which provides $2,000,000 to $10,000,000 customized growth capital solutions to profitable, lower-middle market companies nationwide. In mid-2009, Ms. Irish was hired at the request of a private equity firm as a turn-around specialist to serve as Chief Financial Officer of Crdentia Corp., which filed for Chapter 11 bankruptcy protection in March 2010. She served in that capacity until mid-2011. She served as the Chief Financial Officer of Arcadia Resources, Inc., a home healthcare and medical staffing company serving patients in four states, from January 2005 to May 2007. In 2001 she founded Beacon Respiratory Services, Inc., a home healthcare company which she sold to Arcadia Resources in January 2005. Prior thereto, she served as Chief Financial Officer of Rotech Medical Corporation, a public company engaged in providing home healthcare and primary physician services, which she assisted in raising over $200,000,000 in subordinated debt and equity financing and completing more than 300 acquisitions during her seven year tenure. Ms. Irish is a certified public accountant and was employed by Ernst & Young for eight years before joining Rotech Medical Corporation, providing financial and systems consulting to international public corporations.
Board of Directors
Philip Politziner, 75
Director
Mr. Politziner was formerly a Senior Advisor at EisnerAmper LLP, an accounting firm with offices located in New York, New Jersey, Pennsylvania and California. He co-founded the accounting firm of Amper, Politziner & Mattia in 1965 and served in various capacities, including CEO, until its merger with Eisner LLP in 2010. In 2011, Mr. Politziner was named to the NJ Biz Hall of Fame in recognition of his contributions to the accounting profession and was named to the New Jersey Technology Council’s Hall of Fame as a Titan of Technology for his commitment to technology companies in the region.
Joseph Anastasio, 69
Director
Mr. Anastasio is the founding partner of Capco, a global business and technology consultancy dedicated solely to the financial services industry. Prior to joining Capco in 1999, Mr. Anastasio managed global operations for 33 years of several financial services firms. From 1993 to 1999, Mr. Anastasio was a Managing Director at JP Morgan Securities, Inc. where he established and managed Global Operations and regulatory functions. From January 1970 to June 1992, he served as Managing Director responsible for Global Operations and Core Operations at Salomon Brothers. In 1982, he founded and became the first President of the International Operations Associations. Mr. Anastasio currently serves on the Board of Directors of Mortgage-Backed Securities Clearing Corporation, EuroClear, an international securities depository, and Robert Wood Johnson Hospital Foundation. He is a past Board member of the National Securities Clearing Corp. and previously served on the New York Clearing House Securities Policy Committee and the New York Stock Exchange Operations Advisory Committee.
Richard C. Cook, 68
Director
Mr. Cook is the managing and sole member of Lakeview Strategies, LLC, which provides business consulting services for private companies. From April 2009 to April 2011, he served as Executive Chairman of EnteGreat, Inc., a manufacturing consulting company, in connection with providing turn-around consulting services. Mr. Cook was appointed as President and Chief Executive Officer of MAPICS, Inc., a publicly traded software firm, in July 1997 and served in that capacity until its acquisition in April 2005. Prior thereto, Mr. Cook held various positions with IBM, including Director of the Atlanta Software Development Laboratory, during a 25 year career with the company. He currently serves as a Director of the Technology Executives Roundtable, Lincor Solutions, Inc., a private company which provides patient engagement technology to healthcare providers, and Veloxiti Inc., a private company which builds knowledge based systems and intelligent agents.