- Blackstone Products, the innovative griddle company that is
redefining the outdoor cooking experience led by Founder and
Chairman Roger Dahle, has entered into a definitive business
combination agreement with Ackrell SPAC Partners I Co. (Nasdaq:
ACKIU), led by Chairman Michael Ackrell
- The transaction implies a combined company pro forma enterprise
value of $900 million
- Proven track record of profitable growth, with a 72% net
revenue CAGR from 2016 through 2020 and over $450 million in
revenue estimated for 2021 which is expected to grow to over $600
million in 2022
- Blackstone is revolutionizing the traditional outdoor cooking
market while simultaneously expanding the griddle category, which
is expected to grow at two times the rate of the total outdoor
category through 2023
- Blackstone expects to receive up to $281 million in estimated
gross transaction proceeds assuming no redemptions, which includes
a PIPE of $31 million of common stock and $111 million of
convertible notes due 2027 from several institutional investors led
by FS Investments
- The transaction is expected to close in the second quarter of
2022 and Blackstone is expected to be listed on the Nasdaq under
the new ticker symbol “BLKS”
Blackstone Products (“Blackstone” or the “Company”), an
innovative and design-driven company that is redefining the outdoor
cooking experience with griddle cooking appliances and accessories,
and Ackrell SPAC Partners I Co. (“Ackrell”) (Nasdaq: ACKIU), a
publicly-traded special purpose acquisition company, announced
today that they have entered into a definitive business combination
agreement that will result, subject to the satisfaction or waiver
of certain closing conditions, in Blackstone becoming a public
company. Upon closing of the transaction, the combined company will
be renamed Blackstone Products, Inc. and expects to apply to be
listed on the Nasdaq under the new ticker symbol “BLKS.” The
combined company is expected to be led by Roger Dahle, Founder and
Chief Executive Officer of Blackstone.
Griddle cooking is redefining the rapidly expanding outdoor
cooking market by providing consumers with a faster, more
convenient, and versatile cooking experience as opposed to the more
traditional cooking methods offered by charcoal, gas, and pellet
grills. Since launching its first griddle design in 2008 with its
core 36-inch griddle, Blackstone products have been empowering home
chefs of all skill levels to cook outdoors for breakfast, lunch,
and dinner. By allowing consumers to cook outdoors more often and
for more meal occasions, griddling has higher customer engagement
than other outdoor cooking styles allowing Blackstone to rapidly
penetrate the traditional outdoor cooking market and to expand the
overall category.
Investment Highlights
- Dominant Position in the Rapidly Growing Griddle Category
– Blackstone created the market of at-home outdoor griddle
cooking, commanding 80% of the U.S. market share with strong
category growth.
- Lifestyle Brand with Passionate and Engaged Consumer
Community – Blackstone is an enthusiast brand with a passionate
and engaged customer base featuring one of the largest social media
communities in the industry.
- Driver of New Product Development – Blackstone is
continuously driving category innovation with a strong pipeline of
products and features. Blackstone has 24 patents (31 pending) and
five new product lines in development.
- Proven Go-to-Market Strategy – Blackstone has deep
long-term relationships with key retailers, including Walmart,
Lowe’s and Amazon. Retail channels are complemented with
direct-to-consumer sales.
- Strong Historical Financial Performance – Blackstone has
strong historical top-line growth with a 72% revenue CAGR from 2016
to 2020 generating 98% free cash flow conversion in 2020.
- Significant White Space for Growth – Blackstone has
attractive future growth prospects driven by strategic initiatives,
such as increasing market penetration and expanding
internationally.
- Founder-led Management Team – Blackstone has a dedicated
management team led by founder Roger Dahle.
Management Commentary
“Blackstone is a pioneer in the emerging and explosive griddle
category within the outdoor cooking space,” said Roger Dahle. “Our
market-leading griddle product portfolio is complemented by a broad
range of higher-margin branded accessories and consumables. As we
continue to expand our product line and increase our premium
offerings, we expect to continue to gain market share and expand
the outdoor cooking category. We have ignited a massive social
media movement supported by our loyal customers that will further
propel our brand awareness. This transaction with the Ackrell team
will be transformative for our business, providing capital to fuel
our marketing efforts, enhance new product development and expand
our presence in the U.S. while expanding into international
markets. There is a massive whitespace opportunity for griddles and
we believe Ackrell is the perfect partner to help us achieve our
mission – to make outdoor cooking accessible to all, for every
meal.”
Stephen Cannon, Chief Operating Officer and President of
Ackrell, said, “Blackstone has established, transformed and
accelerated an entirely new category in the outdoor cooking market
and its products have clearly resonated with consumers of all
demographics. As we were evaluating potential partners, we were
seeking a high-growth company, with robust revenue growth, branded
products with a compelling distribution strategy and a management
team with strong integrity and public company capability. After a
lengthy due diligence process, we found that Roger and the
Blackstone team not only met all of those requirements – they
exceeded them. We are thrilled to partner with Blackstone on this
exciting journey as they become a publicly-traded company.”
Transaction Overview
The business combination implies a pro forma enterprise
valuation for Blackstone of $900 million, or approximately 11.1x
2022 estimated adjusted EBITDA. The transaction will provide
approximately $95 million in estimated gross proceeds to the
Company, assuming no redemption by Ackrell shareholders, including
a PIPE of $31 million common stock at $10.00 per share and $111
million of convertible notes due 2027 (the “Notes”), subject to
applicable discounts and the terms and conditions of sale,
including certain minimum cash and business performance
requirements. The Notes will be subordinated unsecured obligations
of the Company, and interest will be payable semi-annually in
arrears, beginning six months following the closing of the
transaction, at a rate of 9.875% per year. The Notes will mature on
April 15, 2027, unless earlier repurchased, redeemed, or converted
in accordance with their terms. The initial conversion price of
$11.50 represents a premium of 15% to the issue price of the common
stock. The Notes will be convertible into shares of common stock at
the option of investors at any time. The Company will have the
option to redeem all or any portion of the Notes after April 15,
2025, if certain stock price and liquidity conditions are
satisfied.
The transaction is expected to close in the second quarter of
2022, subject to, among other things, the approval by Ackrell
shareholders, satisfaction or waiver of the conditions stated in
the business combination agreement, and other customary closing
conditions, including a registration statement being declared
effective by the U.S. Securities and Exchange Commission (the
“SEC”) and approval by The Nasdaq Stock Market to list the
securities of the combined company.
In connection with the transaction, Ackrell has deposited an
extension payment of $1,380,000 into the trust account for its
public stockholders enabling Ackrell to extend the period of time
it has to consummate its initial business combination by three
months from December 23, 2021 to March 23, 2022. Ackrell SPAC
Sponsors I LLC, a Delaware limited liability company and the
sponsor of Ackrell, loaned the extension payment to Ackrell using
funds received under a third party loan from Blackstone.
Additional information about the proposed transaction, including
a copy of the business combination agreement, investor presentation
and transcript of management commentary, will be provided in a
Current Report on Form 8-K to be filed by Ackrell with the SEC and
will be available at www.sec.gov.
Advisors
Nomura Securities International, Inc. (“Nomura”) is acting as
sole financial advisor to Ackrell. Nomura and Barclays Capital Inc.
(“Barclays”) are acting as Capital Markets Advisors to Ackrell and
as placement agents for the PIPE financing. Ackrell Capital, LLC is
acting as financial advisor to Blackstone.
O’Melveny & Myers LLP is acting as legal advisor to the
Company. Ellenoff Grossman & Schole LLP is acting as legal
advisor to Ackrell. Sidley Austin LLP is acting as legal advisor to
the placement agents.
About Blackstone Products
Blackstone Products, headquartered in Logan, UT, is
fundamentally redefining how people cook outdoors. The company
specializes in outdoor griddles which allow users to cook a wider
variety of foods faster and more often. Blackstone’s robust product
line features innovative and easy-to-use griddles, accessories and
consumables that enhance outdoor cooking and make it more enjoyable
and accessible to all for every meal. Blackstone believes in
helping people create an experience with food that brings family
and friends together.
About Ackrell SPAC Partners I Co.
Ackrell is a blank check company formed for the purpose of
effecting a merger, capital stock exchange, asset acquisition,
stock purchase, reorganization or similar business combination with
one or more businesses. While Ackrell may pursue an acquisition in
any business industry or sector, it intends to concentrate its
efforts on identifying businesses in the branded fast-moving
consumer goods industry.
Ackrell is led by Chairman Michael Ackrell, Vice Chairman
Shannon Soqui, Chief Executive Officer Jason Roth, Chief Operating
Officer and President Stephen Cannon, and Chief Financial Officer
Long Long.
About FS Investments
FS Investments is a leading asset manager dedicated to helping
individuals, financial professionals and institutions design better
portfolios. The firm provides access to alternative sources of
income and growth, and focuses on setting industry standards for
investor protection, education and transparency. FS Investments is
headquartered in Philadelphia, PA with offices in New York, NY,
Orlando, FL and Leawood, KS. Visit http://www.fsinvestments.com to
learn more.
Additional Information and Where to Find It
Ackrell intends to file with the SEC a registration statement on
Form S-4 with a proxy statement containing information about the
proposed transaction and the respective businesses of Blackstone
and Ackrell. Ackrell will mail a final prospectus and definitive
proxy statement and other relevant documents after the SEC
completes its review. Ackrell shareholders are urged to read the
preliminary prospectus and proxy statement and any amendments
thereto and the final prospectus and definitive proxy statement in
connection with the solicitation of proxies for the special meeting
to be held to approve the proposed transaction, because these
documents will contain important information about Ackrell,
Blackstone, and the proposed transaction. The final prospectus and
definitive proxy statement will be mailed to stockholders of
Ackrell as of a record date to be established for voting on the
proposed transaction. Shareholders of Ackrell will also be able to
obtain a free copy of the proxy statement, as well as other filings
containing information about Ackrell, without charge, at the SEC’s
website (www.sec.gov) or by calling 1-800-SEC-0330. Copies of the
proxy statement and Ackrell’s other filings with the SEC can also
be obtained, without charge, by directing a request to:
info@ackrellspac.com or Ackrell SPAC Partners I Co., 2093
Philadelphia Pike #1968, Claymont, DE 19703. Additionally, all
documents filed with the SEC can be found on Ackrell’s website,
www.ackrellspac.com. The information contained in, or that can be
accessed through, Ackrell’s or the Company’s website is not
incorporated by reference in, and is not part of, this press
release.
No Offer or Solicitation
This press release does not constitute (i) a solicitation of a
proxy, consent, or authorization with respect to any securities or
in respect of the proposed business combination, or (ii) an offer
to sell or the solicitation of an offer to buy any securities, or a
solicitation of any vote or approval, nor shall there be any sale
of securities in any jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of the U.S. Securities Act.
Participants in the Solicitation
Blackstone and Ackrell and their respective directors and
officers and other members of management and employees may be
deemed participants in the solicitation of proxies in connection
with the proposed business combination. Ackrell stockholders and
other interested persons may obtain, without charge, more detailed
information regarding directors and officers of Ackrell in
Ackrell’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2020, which was filed with the SEC on March 31, 2021.
Information regarding the persons who may, under SEC rules, be
deemed participants in the solicitation of proxies from Ackrell’s
shareholders in connection with the proposed business combination
will be included in the definitely proxy statement/prospectus the
Ackrell intends to file with the SEC.
Caution Concerning Forward-Looking Statements
Certain statements herein are “forward-looking statements” made
pursuant to the safe harbor provisions of the United States Private
Securities Litigation Reform Act of 1995. Actual results may differ
from their expectations, estimates, and projections and,
consequently, you should not rely on these forward-looking
statements as predictions of future events. For example,
projections of future net revenue, gross profit, gross margin,
Adjusted EBITDA and other metrics are forward-looking statements.
In some cases, you can identify forward-looking statements through
the use of words or phrases such as “may”, “should”, “could”,
“predict”, “potential”, “believe”, “will likely result”, “expect”,
“continue”, “will”, “anticipate”, “seek”, “estimate”, “intend”,
“plan”, “projection”, “would” and “outlook”, or the negative
version of those words or phrases or other comparable words or
phrases of a future or forward-looking nature, but the absence of
such words does not mean that a statement is not forward-looking.
These forward-looking statements are not historical facts and are
based upon estimates and assumptions that, while considered
reasonable by Ackrell and its management, and the Company and its
management, as the case may be, are inherently uncertain. Factors
that may cause actual results to differ materially from current
expectations include, but are not limited to: (1) the occurrence of
any event, change or other circumstances that could give rise to
the termination of negotiations and any subsequent definitive
agreements with respect to the proposed business combination; (2)
the outcome of any legal proceedings that may be instituted against
Ackrell, the Company, the combined company or other following the
announcement of the proposed business combination and any
definitive agreements with respect thereto; (3) the inability to
complete the proposed business combination due to the failure to
obtain approval of the shareholders of Ackrell, to obtain financing
to complete the proposed business combination or to satisfy other
conditions to closing; (4) changes to the proposed structure of the
proposed business combination that may be required or appropriate
as a result of applicable laws or regulations or as a condition to
obtaining regulatory approval of the proposed business combination;
(5) the ability to meet stock exchange listing standards following
the consummation of the proposed business combination; (6) the risk
that the proposed business combination disrupts current plans and
operations of Ackrell or the Company as a result of the
announcement and consummation of the proposed business combination;
(7) the ability to recognize the anticipated benefits of the
proposed business combination, which may be affected by, among
other things, competition and the ability of the combined company
to grow and manage growth profitably, maintain relationships with
customers and retain its management and key employees; (8) costs
related to the proposed business combination; (9) changes in
applicable laws or regulations and delays in obtaining, adverse
conditions contained in, or the inability to obtain regulatory
approvals required to complete the proposed business combination;
(10) the Company’s estimates of expenses and profitability and
underlying assumptions with respect to stockholder redemptions and
purchase price and other adjustments; (11) the Company's inability
to increase outdoor cooking market penetration or expand the
categories for outdoor cooking; (12) the addressable market the
Company intends to target does not grow as expected; (13) increased
regulatory costs and compliance requirements in connection with any
international or product line expansion; (14) the Company's
inability to expand and diversify its supply chain; (15) the loss
of any key executives; (16) the loss of any relationships with key
retailers; (17) the loss of any relationships with key suppliers;
(18) the inability to protect the Company's patents and other
intellectual property; (19) lower than expected attachment rate and
cross-selling capabilities for new products; (20) new technologies
that compete with the Company in the griddle market and other
outdoor cooking markets; (21) the inability to increase engagement
with end-users via social media or other digital channels; (22)
fluctuations in sales of the Company’s major customers; (23) the
Company’s ability to execute its business plans and strategy; (24)
the Company’s ability to maintain sufficient inventory and meet
customer demand; (25) the Company’s inability to deliver expected
cost and manufacturing efficiencies; and (26) other risks and
uncertainties indicated from time to time in other documents filed
or to be filed with the SEC by Ackrell. See “Risk Considerations”
in the investor presentation, which will be provided in a Current
Report on Form 8-K to be filed by Ackrell with the SEC and
available at www.sec.gov.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20211223005108/en/
MEDIA AND INVESTORS ICR
Blackstone@icrinc.com
Ackrell SPAC Partners I (NASDAQ:ACKIU)
Gráfico Histórico do Ativo
De Jun 2024 até Jul 2024
Ackrell SPAC Partners I (NASDAQ:ACKIU)
Gráfico Histórico do Ativo
De Jul 2023 até Jul 2024