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Additional financings of up to $194.5 million from institutional investors to fully fund Tims China’s 5-year business plan
Adjustments to the Merger Agreement, including lower entry valuation of $1.4 billion
SHANGHAI, March 9, 2022 /PRNewswire/ — TH International Limited (“Tims China” or the “Company”) and Silver Crest Acquisition Corporation (“Silver Crest”) announced today several important developments in support of their previously announced business combination and future growth, including additional financing commitments for Tims China and material changes to the Agreement and Plan of Merger (the “Merger Agreement”).
Specifically:
- Tims China has received commitments from institutional investors, including affiliates of Cartesian Capital Group, LLC, Restaurant Brands International (“RBI”), and Silver Crest Management LLC (“Sponsor”), to invest up to $94.5 million in a Private Investment in Public Equity (“PIPE”) to be completed in conjunction with the business combination, with a portion of the PIPE complemented by an equity support agreement from Shaolin Capital Management, LLC;
- Tims China has executed a letter of intent for a $100 million committed share facility (“CSF”) with a global financial services firm (“Investor”). The facility will be governed by an Ordinary Share Purchase Agreement, under which the Company will have, in its discretion, the option to sell up to $100 million of its ordinary shares to Investor over a 36-month period;
- Tims China and Silver Crest have amended the Merger and Sponsor Support Agreements to:
- Reduce the entry valuation of Tims China from $1.688 billion to $1.400 billion;
- Contribute 50% of the Sponsor’s shares and warrants to Silver Crest, thereby increasing the post-closing ownership of Silver Crest’s non-redeeming shareholders;
- Deem the minimum cash requirement satisfied by the financings agreed to date; and
- Extend the Termination Date of the Merger Agreement to June 30, 2022, in order to permit…
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