Essentium, a developer of industrial 3D printers,
has announced plans to go public through a combination with Atlantic Coastal Acquisition, a Special Purpose Acquisition Company (SPAC).
The merger, which is expected to be finalized by the end of Q1 2022, would see the two companies merge into a $974 million joint venture that will be listed on Nasdaq under the ticker ‘ADTV.’ The deal is expected to raise $346 million for the combined company, but the firms have already put a damper on speculation
about spending by stating that “proceeds are intended to primarily fund organic expansion.”
“We believe that as Essentium expands its ecosystem offerings, capitalizes on its line-of-sight sales pipeline, and executes on its M&A strategy as it continues to advance AM as a public company,
it will be extremely well-positioned for rapid growth,” said Tony Eisenberg, CSO of Atlantic Coastal Acquisition.
Technology for High-Speed Extrusion
Essentium has been active since 2013, but its flagship High-Speed Extrusion (HSE) technology wasn’t released until 2018. The business says that its HSE printers are up to 15 times
faster than typical FFF systems and that their in-built cameras deliver faster data streams,
allowing customers to watch constructions with great precision.
Essentium has steadily scaled its platform over the last three years, first introducing an open high-speed 3D printing model with BASF and Materialise,
then seeking to better support this with a new PEEK and nylon range co-created with LEHVOSS,
as well as a new batch of high-performance filaments with aerospace, electronics, and defence potential.
On the machine front
, the company has increased its portfolio by adding the HSE 240T to its existing HSE 180 Series and HSE 280i HT portfolios at Formnext 2021.
The new technology dubbed a “compact powerhouse” is tiny enough to fit into an SME’s facility
while still being efficient enough to save money and time for those migrating from traditional manufacturing.
Furthermore, Essentium, like many other 3D printing technologies,
touts HSE’s ability to help manufacturers in-source production as one of its major benefits, and following its SPAC merger,
the company’s CEO Blake Teipel says the company is now on track to raise the funds needed to truly scale the platform’s “distributed production capabilities.”
“Emerging challenges like trade imbalances and the global pandemic
are exacerbating fundamental inadequacies in our existing global supply chain models,” Teipel stated.
“Today’s announcement marks a significant step forward in our efforts to develop long-term,
sustainable solutions for a new manufacturing paradigm capable of confronting these global challenges.”
An IPO worth $974 million is set to take place soon.
The planned merger between Atlantic Coastal and Essentium values the soon-to-be-formed company at $10.00 per share, assuming no shareholder redemptions.
Given Essentium’s projected revenue of $212 million by 2023
, the deal could be profitable for shareholders, as the combined business is predicted to be worth 4.6 times that amount.
The shareholders of both companies will roll their equity into the emerging company
once the deal is completed, with Essentium’s supporters getting 64 per cent of the stock and Atlantic Coastal getting 36 per cent.
The company and Atalaya-affiliate ACM ARRT VII C LLC have agreed to undertake a
combined tender offer for these shares if owners of the latter wish to exercise their redemption rights under the contract.
This arrangement will see Atalaya purchase the first 10 million shares submitted by stockholders
exercising such redemption rights, with Atlantic Coastal committing to buy the balance, subject to certain limits.
Atlantic Coastal has promised to purchase Atalaya’s acquired shares at redemption
price if the deal is cancelled during the following two years, lending stability to the arrangement.
Capital estimates
In terms of capital,
the merger is estimated to bring in up to $346 million in net proceeds to
the combined business, assuming there are no redemptions or closing costs.
Although Atlantic Coastal has an estimated $346 million in cash on hand, a $40 million PIPE funded by Atalaya, BASF, Apeiron, and investor Christian Angermayer will be used to fund a portion of this.
The merger may still need shareholder approval,
but the boards of both companies have unanimously approved it, and according to Atlantic Coastal CEO Shahraab Ahmad,
the sustainability benefits of Essentium’s HSE technology should make it an ideal partner to achieve the company’s eco-goals in the future.
“We founded Atlantic Coastal with an ESG focus and a mandate to collaborate with a company
that will revolutionize the nature of international commerce,” Ahmad continued.
“We believe Essentium is the right partner for us.”
Blake and his team have built a strong technology moat that generates considerable recurring income, allowing for increased gross margins and favourable unit economics.”
The SPAC IPO trend from AM reappears.
In the previous 18 months, a slew of 3D printing companies
has chosen to go public via SPAC mergers rather than typical IPOs, raising a significant amount of money in the process.
Fast Radius, a part-service provider, had been the most recent of these to announce plans to go public via a $995 million SPAC merger in July 2021, before Essentium’s big disclosure.
On the other hand, companies like Xometry have lately decided to go public,
although they did so through traditional IPOs rather than SPAC agreements. Despite the lack of SPAC backing,
the company was able to raise a reported $302 million from the transaction, approximately $50 million more than expected.
After raising $150 million in May 2021, 3D printer manufacturer Formlabs
stated it was resisting the temptation to cash in on the industry’s SPAC IPO trend.
Max Lobovsky,
the company’s CEO at the time,
reportedly stated that the company was
“big enough and mature enough” to go public, but that it would “take its time”
and ensure that it was ready to succeed before doing so.
Source: Essentium
