M&A - BAIN CAPITAL CREDIT MEMBER, LLC
Form Type: SCHEDULE 13D/A
Filing Date: 2025-06-17
Corporate Action: Merger
Type: Update
Accession Number: 000095010325007545
Filing Summary: This document represents Amendment No. 4 to the Schedule 13D filed by Bain Capital Credit Member, LLC and BCC Redwire Aggregator, L.P. regarding their investment in Redwire Corporation. The amendment is dated June 17, 2025, and addresses the acquisitions made and the shareholders' intentions regarding the operational involvement with Redwire Corporation. It includes details on a significant merger where Redwire Corporation acquired Edge Autonomy for a total consideration of approximately $925 million, comprising cash and shares of Common Stock. As a result of the merger, the Reporting Persons significantly increased their stake in Redwire, collectively holding approximately 15.7% of the outstanding Common Stock. The acquisition involved complex financial arrangements, including a promissory note and the issuance of new shares. The amendment outlines future intentions of the Reporting Persons towards potential further acquisitions and strategic initiatives to be undertaken following the merger.
Additional details:
Common Stock Par Value: $0.0001
Number Of Shares Outstanding: 126848239
Merger Consideration Total: $925 million
Cash Component Of Merger: $160 million
Shares Issued At Merger: 49764847
Post Conversion Shares: 23559784
Percentage Of Outstanding Shares: 15.7%
Form Type: SCHEDULE 13D/A
Filing Date: 2025-06-10
Corporate Action: Merger
Type: Update
Accession Number: 000095010325007238
Filing Summary: This document is an amendment to the Schedule 13D originally filed for Bain Capital Credit Member, LLC and related entities. It provides updates regarding the merger agreement between Redwire Corporation and Edge Autonomy holdings. The amendment outlines that on June 8, 2025, the parties entered into Amendment No. 2 to the Merger Agreement initially dated January 20, 2025, which stipulates that Redwire Corporation will acquire Edge Autonomy for a total consideration of $925 million, adjusting from prior terms. This consists of $160 million in cash and $765 million in common stock valued at $15.07 per share. Additionally, the document discusses a registration rights coordination agreement relating to the issuance of convertible preferred stock, indicating terms for post-closing equity offerings by Redwire Corporation. The document summarizes the beneficial ownership and voting agreements related to the mergers. As of June 8, 2025, Bain Capital Credit Member, LLC (through BCCR) beneficially owns approximately 20.4% of Redwire's outstanding common stock.
Additional details:
Common Stock Issued: 52000
Conversion Rate: 16
Merger Consideration Cash: 160000000
Merger Consideration Stock: 765000000
Price Per Share: 15.07
Percentage Ownership: 20.4
Total Outstanding Shares: 77083392
Record Date: 2025-05-05
Form Type: SCHEDULE 13D/A
Filing Date: 2025-01-22
Corporate Action: Merger
Type: Update
Accession Number: 000095010325000781
Filing Summary: On January 20, 2025, Redwire Corporation entered into a Merger Agreement to acquire Edge Autonomy, a provider of uncrewed airborne system technology. Bain Capital Credit Member, LLC (BCCM) and BCC Redwire Aggregator, L.P. (BCCR) are among the Reporting Persons involved in this agreement. Additionally, BCCR has entered into Voting Agreements which bind its affiliates to vote in favor of the merger during the forthcoming stockholders meeting. The total shares of Common Stock held by BCCR amount to approximately 20.4% of the Issuer, equating to 17,049,180 shares. BCCR holds 50,000 shares of Convertible Preferred Stock convertible into Common Stock, which contributes to its overall holdings in Redwire Corporation.
Additional details:
Common Stock Outstanding: 66540871
Merger Date: 2025-01-20
Beneficial Ownership Percentage: 20.4
Convertible Preferred Stocks: 50000
Conversion Limit Percentage: 20.4
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