Privately held NextDecade, LLC (NextDecade) and Harmony Merger Corp. (Harmony) have jointly announced that they have signed a definitive agreement for a business combination transaction (business combination), which would result in NextDecade becoming a publicly listed company. NextDecade is a privately held LNG development company focused on LNG export projects and associated pipelines in the State of Texas. Harmony is a publicly traded special purpose acquisition company (SPAC) whose objective is to take a company public via a reverse merger.
Harmony currently has approximately US$112.8 million of cash in trust (trust fund). Assuming no redemptions by Harmony stockholders, the all-stock transaction is expected to yield a combined entity with a pro forma enterprise value of more than US$1 billion at closing, with up to an additional US$200 million of contingent stock consideration to be paid to NextDecade’s members upon the achievement of certain milestones. Assuming no redemptions by Harmony stockholders, current Harmony stockholders will own approximately 13% of the combined company immediately following consummation of the business combination.
Harmony’s Board of Directors and Special Advisor have approved the terms of the merger agreement and has recommended that its stockholders approve the transaction. NextDecade’s Board of Managers and NextDecade’s members have approved the terms of the transaction. Completion of the business combination is subject to approval of the Harmony stockholders and certain customary conditions. The business combination is expected to close late in the 2Q17.
Read the article online at: https://www.hydrocarbonengineering.com/gas-processing/19042017/nextdecade-and-harmony-sign-merger/