Heidmar announced it has entered into a definitive agreement for a business combination with Home Plate Acquisition Corporation (NASDAQGM: HPLT), a publicly-listed, special purpose acquisition company (“Home Plate”).
Upon completion of the proposed transaction, the combined company will operate under the “Heidmar” name and be listed on NASDAQ under the ticker symbol “HMAR”.
Heidmar offers broad services to shipowners, including tanker pool management, commercial management and time charter trading and is actively expanding into dry bulk pool management, vessel sale and purchase services and technical management services, including environmental compliance. Heidmar currently has 60 vessels under management, including both crude oil and refined petroleum product tankers, with an aggregate capacity of approximately 8.3 million deadweight tons.
Pankaj Khanna, Chief Executive Officer of Heidmar, commented, “We are delighted to announce our entry into a definitive agreement to merge with Home Plate and list Heidmar on Nasdaq. This is our most transformative transaction since taking leadership of the company in 2020 and having grown revenues from approximately $5 million in 2021 to $53.1 million2 estimated in 2023. Our asset light business as a single platform aggregator of maritime services offering fee-based commercial management services to the tanker industry provides investors an alternative to participate in the sector at a time when the tanker industry is enjoying very favorable and sustainable fundamentals. Following the merger, the company will use the capital to fund growth and expand its service offering to technical management and shipbroking and enter the drybulk carrier sector thus becoming a full service manager for tankers and drybulk carriers.”
Daniel Ciporin, Chairman and CEO of Home Plate, added, “Our priority for this transaction was to identify a company with exceptional leadership and operational expertise to take public and develop a true partnership. With an industry recognized franchise over the past 30 plus years, Heidmar has developed proprietary, industry leading commercial management systems and relationships with major oil companies and traders. The commercial services offered to shipowners provide a scalable fee-based business model with exceptional revenue growth and margins.”
Transaction Overview
The transaction values the combined company at a pro forma implied equity value of approximately $261.4 million1. Assuming the net proceeds from the transaction, including the targeted minimum cash raise of $55 million, in a combination of expected PIPE raise and Trust cash, and existing cash on Heidmar’s balance sheet, Heidmar is expected to have over $47 million of cash at transaction close, which is expected to accelerate and fund its growth in commercial and technical management and shipbroking.
The Board of Directors of both Home Plate and Heidmar have unanimously approved the transaction. The transaction will require the approval of the shareholders of Home Plate and is subject to several closing conditions including completion of SEC review, regulatory approvals, a $40 million net minimum cash condition and the satisfaction of other customary closing conditions.
Pankaj Khanna, CEO of Heidmar, will continue as the CEO of the combined company. Daniel Ciporin, Chairman and CEO of Home Plate, and Jonathan Rosenzweig, Director and CFO of Home Plate, will join the Heidmar Board. Heidmar’s existing shareholders are expected to own approximately 65% of the pro forma combined company.
Advisors
Jefferies is serving as capital markets advisor to Home Plate and private placement agent on the PIPE and is being represented by Paul Hastings LLP. Latham & Watkins LLP is serving as counsel to Home Plate. ClearThink is also acting as special advisor to Home Plate.
Seward & Kissel LLP is serving as counsel to Heidmar. Seaborne Capital Advisors is acting as financial advisor to Heidmar.
