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Hennessy Capital Investment Corp. VI(HCVIU) - 2022 Q4 - Annual Report
HCVIUHennessy Capital Investment Corp. VI(HCVIU)2023-03-28 20:40

IPO and Fundraising - The company completed its initial public offering on October 1, 2021, raising gross proceeds of 300.0millionfromthesaleof30,000,000units,withofferingcostsofapproximately300.0 million from the sale of 30,000,000 units, with offering costs of approximately 16.5 million[15]. - An additional 4,092,954 units were sold under the underwriters' over-allotment option, generating approximately 40.9millioningrossproceeds,bringingtotalgrossproceedstoapproximately40.9 million in gross proceeds, bringing total gross proceeds to approximately 340.9 million[18]. - The anchor investors purchased a total of 321.1millioninunitsduringtheinitialpublicoffering,witharequirementtoinvestanaggregateof321.1 million in units during the initial public offering, with a requirement to invest an aggregate of 167.3 million to purchase maximum founder shares[22]. - The company has raised over 850millioninPIPEandbackstopcapitaltosupportitsbusinesscombinations[33].−HennessyVraised850 million in PIPE and backstop capital to support its business combinations[33]. - Hennessy V raised 345 million in gross proceeds from its IPO, which was upsized due to strong investor demand[35]. - The net proceeds from the initial public offering were approximately 343,940,000,withabout343,940,000, with about 340,930,000 deposited into a trust account[171]. Business Strategy and Focus - The company is focusing on acquiring businesses with an aggregate enterprise value of 1billionorgreater,particularlyintheindustrialtechnologysectorsintheUnitedStates[20].−Thecompanyaimstoleverageitsmanagement′srelationshipsandexpertisetogenerateattractiveacquisitionopportunitiesintheindustrialtechnologysector[27].−Thecompanyfocusesonlargeaddressablemarketswithinindustrialtechnologysectorsforpotentialacquisitions[42].−HennessyCapitalaimstoacquirebusinesseswithanaggregateenterprisevalueof1 billion or greater, particularly in the industrial technology sectors in the United States[20]. - The company aims to leverage its management's relationships and expertise to generate attractive acquisition opportunities in the industrial technology sector[27]. - The company focuses on large addressable markets within industrial technology sectors for potential acquisitions[42]. - Hennessy Capital aims to acquire businesses with an aggregate enterprise value of 1 billion or greater[41]. - The company seeks to partner with experienced management teams of target businesses to enhance operational capabilities[46]. Management and Board of Directors - The management team has a successful track record, having completed four business combinations with a total enterprise value of 4.4billion[33].−Themanagementteamhasover30yearsofexperienceinprivateequity,enhancingthecompany′sabilitytoidentifyandacquiresuitablebusinesstargets[27].−Theboardofdirectorsconsistsofexperiencedprofessionalswithextensivebackgroundsinfinance,operations,andcapitalmarkets,whichstrengthensthecompany′scompetitiveposition[28].−Theboardofdirectorsconsistsofsixmembers,withtermsdividedintothreeclasses,ensuringstaggeredelections[207].−TheauditcommitteeischairedbyAnnaBrunelleandincludesindependentdirectors,meetingNasdaq′srequirements[211].FinancialPositionandRisks−Thecompanyhas4.4 billion[33]. - The management team has over 30 years of experience in private equity, enhancing the company's ability to identify and acquire suitable business targets[27]. - The board of directors consists of experienced professionals with extensive backgrounds in finance, operations, and capital markets, which strengthens the company's competitive position[28]. - The board of directors consists of six members, with terms divided into three classes, ensuring staggered elections[207]. - The audit committee is chaired by Anna Brunelle and includes independent directors, meeting Nasdaq's requirements[211]. Financial Position and Risks - The company has 332,465,000 available for business combinations as of December 31, 2022, after accounting for deferred underwriting fees[60]. - The amount in the trust account as of December 31, 2022, is approximately 10.10perpublicshare[79].−Thecompanyhasapproximately10.10 per public share[79]. - The company has approximately 732,000 of proceeds held outside the trust account as of December 31, 2022, to fund costs associated with its dissolution plan[103]. - The company reported a loss from operations of approximately $2,308,000 for the year ended December 31, 2022, primarily due to public company costs and compensation expenses[168]. - There is substantial doubt about the company's ability to continue as a "going concern" due to the potential need for additional financing and the deadline for liquidating its trust account[149]. Redemption and Shareholder Rights - The company will provide public stockholders with the opportunity to redeem shares at a price equal to the amount in the trust account[79]. - Stockholder approval is required for certain types of transactions, such as a merger of the company with a target[71]. - The company intends to redeem public shares as soon as reasonably possible following October 1, 2023, if the initial business combination is not completed[111]. - The redemption offer will remain open for at least 20 business days, and the tender offer will be conditioned on public stockholders not tendering more than a specified number of public shares[84]. - If the initial business combination is not completed by October 1, 2023, the company will redeem public shares at a price equal to the aggregate amount in the trust account divided by the number of outstanding public shares[99]. Challenges and Competition - The company has encountered intense competition from various entities, including private investors and other blank check companies, which may limit its ability to acquire sizable target businesses[120]. - The company may face increased difficulty in completing its initial business combination due to the current economic downturn and increased economic uncertainty in the U.S. and abroad[136]. - Recent volatility in capital markets may affect the company's ability to obtain financing for its initial business combination through sales of common shares or issuance of debt[138]. - Changes in applicable laws or regulations, including proposed SEC rules regarding SPAC transactions, may adversely affect the company's ability to negotiate and complete its initial business combination[145]. Internal Controls and Reporting - Management evaluated the effectiveness of disclosure controls and procedures as of December 31, 2022, concluding they were effective[189]. - Management determined that internal control over financial reporting was effective as of December 31, 2022, based on COSO criteria[193]. - The company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting[191]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected internal controls[194]. Miscellaneous - The company does not intend to comply with certain Delaware law procedures, which may increase stockholder liability for claims[112]. - The company has not paid any cash dividends to date and does not intend to do so prior to completing its initial business combination[158]. - The company may incur significant indebtedness to finance its initial business combination, which could lead to default and foreclosure on assets if operating revenues are insufficient[163]. - The company may experience conflicts of interest in determining appropriate business combination targets due to the financial incentives of its underwriters and sponsors[1].