Intrepid and CW Interests Announce Filing of Corporate-Sponsored SPAC Registration Statement
January 19 2022 - 4:45PM
Intrepid Potash, Inc. (NYSE:IPI) (“Intrepid” or “IPI”) announced
today that one of its indirect subsidiaries, Intrepid Acquisition
Corporation I (“IACI”), a newly formed special purpose acquisition
company, filed a registration statement on Form S-1 with the
Securities and Exchange Commission (“SEC”) in connection with a
proposed initial public offering of its units. Intrepid and Three
Two Seven Family Management, LLC d/b/a CW Interests (“CW
Interests”), a private investment management company owned by Rad
Weaver, are co-owners of the sponsor entity. Intrepid and CW
Interests have 75% and 25% ownership stakes in the sponsor entity,
respectively.
IACI intends to raise $200 million in the proposed offering
through the sale of units consisting of IACI’s Class A common stock
and warrants to purchase its Class A common stock. IACI also
expects to grant the underwriters an option to purchase up to an
additional $30 million of units in the proposed offering. Under the
terms of the proposed public offering, the sponsor and IACI’s
independent director nominees would own 20% of IACI’s issued and
outstanding common stock upon the consummation of the offering.
IACI will be managed by a subset of Intrepid’s current
management team.
IACI intends to list its units to be issued on the Nasdaq Global
Market under the symbol “IACIU.” Each such unit will consist of one
share of IACI’s Class A common stock and one-half of one redeemable
warrant to purchase one share of IACI’s Class A common stock,
which, once separated, are expected to trade under the ticker
symbols “IACI” and “IACIW,” respectively.
Cowen and Intrepid Partners are acting as the joint book-running
managers for the proposed offering. When available, copies of the
prospectus related to the proposed initial offering by IACI may be
obtained for free by visiting the SEC’s website at www.sec.gov or
from Cowen and Company, LLC, c/o Broadridge Financial Solutions,
1155 Long Island Avenue, Edgewood, NY 11717, Attn: Prospectus
Department, by telephone at (833) 297-2926 or by email at
postSaleManualRequests@broadridge.com.
A registration statement, including a prospectus, relating to
the proposed offering has been filed with the SEC but has not yet
become effective. These securities may not be sold, nor may offers
to buy be accepted, prior to the time the registration statement
becomes effective. This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
nor shall there be any sales of securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of such state or jurisdiction.
There can be no assurance the public filing of a registration
statement on Form S-1 will result in any transaction or other
action by IACI. None of Intrepid, CW Interests or IACI intends to
comment on or provide updates regarding these matters unless and
until it determines that further disclosure is appropriate or
required based on the then-current facts and circumstances.
Forward Looking Statements
Certain statements in this press release constitute
“forward-looking statements” for purposes of federal securities
laws. IACI’s forward-looking statements include, but are not
limited to, statements regarding IACI’s or IACI’s management team’s
expectations, hopes, beliefs, intentions or strategies regarding
the future. In addition, any statements that refer to projections,
forecasts or other characterizations of future events or
circumstances, including any underlying assumptions, are
forward-looking statements. The words “anticipate,” “believe,”
“continue,” “could,” “estimate,” “expect,” “intend,” “may,”
“might,” “plan,” “possible,” “potential,” “predict,” “project,”
“should,” “would” and similar expressions may identify
forward-looking statements, but the absence of these words does not
mean that a statement is not forward-looking. Forward-looking
statements in this press release may include, for example,
statements about the proposed initial public offering of IACI, the
amount of proceeds IACI expects to receive in the proposed
offering, IACI’s ability to select an appropriate target business
or businesses, IACI’s ability to complete its initial business
combination and the ability of IACI’s current management team to
maintain operational control over the post-initial business
combination business and act as a long-term manager of its target
asset or business. The forward-looking statements contained in this
press release are based on IACI’s current expectations and beliefs
concerning future developments and their potential effects on IACI.
There can be no assurance that future developments affecting IACI
will be those that IACI has anticipated. These forward-looking
statements involve a number of risks, uncertainties (some of which
are beyond IACI’s control) or other assumptions that may cause
actual results or performance to be materially different from those
expressed or implied by these forward-looking statements. These
risks and uncertainties include, but are not limited to, those
factors described in IACI’s filings with the SEC. Should one or
more of these risks or uncertainties materialize, or should any of
IACI’s assumptions prove incorrect, actual results may vary in
material respects from those projected in these forward-looking
statements. IACI undertakes no obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as may be required under
applicable securities laws.
Explanatory Note
While Intrepid Partners, LLC shares the name “Intrepid” with
IACI, the shared name is coincidental. None of IACI, IPI, or other
entities affiliated with IPI are affiliated with Intrepid Partners,
LLC.
Intrepid Potash, Inc.
Contact
Matt Preston, Chief Financial OfficerPhone: 303-996-3048Email:
matt.preston@intrepidpotash.com
Intrepid Potash (NYSE:IPI)
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