Tikehau's Pegasus Asia lodges prospectus for S$150m SPAC

PEGASUS Asia, a Special Purpose Acquisition Company by European asset manager Tikehau Capital and its partner Financiere Agache, lodged a preliminary prospectus with the Monetary Authority of Singapore on Thursday (Jan 6).

It is the second player to lodge a prospectus for a SPAC listing on the Singapore Exchange, just hours after Vertex Technology Acquisition Corporation, the vehicle by Temasek-backed Vertex Venture Holdings.

Pegasus is offering 25.6 million units, each comprising one share and half a warrant, at S$5 per unit, according to its prospectus on MAS Opera. The exercise price of each warrant is set at S$5.75.

A market capitalisation of S$150 million is expected upon listing, with all of the offering proceeds to be held in escrow. Some S$22 million will come from the SPAC's 4 sponsors - Tikehau, Financiere Agache and the individuals Diego De Giorgi and Jean Pierre Mustier. The sponsor group has entered agreements to subscribe to 4.4 million units.

The remaining S$128 million will be raised via the offer of the 25.6 million units. Some 24.6 million units are by way of an international placement to investors, including institutional in Singapore, while the remaining 1 million units is by way of a public offer in Singapore.

Pegasus' sponsors are also further investing S$40 million via a forward purchase agreement - with Tikehau Capital and Financiere Agache contributing S$20 million each - and S$7.125 million in "at-risk capital" to cover the offering costs. This brings their total commitment to S$69 million.

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The SPAC's chief executive is Neil Parekh, head of Asia, Australia and New Zealand at Tikehau Capital. Its board is chaired by Eleanor Seet, president and director head of Asia ex-Japan at Nikko Asset Management Asia.

Other board members are EDBI chief executive Chu Swee Yeok, Singapore Institute of Directors chair Wong Su-Yen and Jean-Baptiste Feat, co-chief investment officer of Tikehau Investment Management and co-head of Asia. The SPAC's chief financial officer is Lin Yuxin, former finance manager at SIN Capital Group.

The SPAC plans to focus on businesses in tech-enabled sectors including consumer tech, fintech, proptech, insurtech, healthtech and digital services in Asia-Pacific. As with typical SPACs, it has 2 years from listing to complete its business combination with a target company.

Citigroup and UBS are joint issue managers and global coordinators for Pegasis Asia. Both banks, along with CICC, OCBC and UOBKH are joint bookrunners and underwriters.

Besides Vertex and the Tikehau sponsor group, Singapore-based Novo Tellus Capital Partners is also reported to be seeking a seeking a Singapore SPAC listing.