GLOBALX-affiliated vehicle files for $200mn IPO

Talon 1 Acquisition, a Special Purpose Acquisition Company (SPAC), or “blank check company,” created earlier this year by AVi8 Air Capital, has filed initial paperwork at the United States Securities and Exchange Commission (SEC) to raise up to USD200 million in an initial public offering.

The principal owners of AVi8, a commercial aviation consulting firm founded in 2016, are Edward J Wegel, who is also chairman and chief executive of passenger charter and cargo start-up GLOBALX (GXA, Miami Int’l), as well as Triage Capital and General American Capital Partners. The proposed IPO has an option to upsize to USD230 million.

GLOBALX Chief Financial Officer Ryan Goepel was named in the disclosure as being in the same position at both Talon 1 Acquisition and AVi8 Air Capital.

According to the filing, South Florida-based Talon 1 Acquisition plans to raise the funding by offering 20 million units – each unit consisting of one share of common stock and one-half of a warrant – at USD10 each and exercisable at USD11.50. At the proposed deal size, Talon 1 would have a market value of USD250 million.

Of the USD200 million expected to be raised, USD11 million has been earmarked for underwriters’ commissions, leaving USD189 million proceeds before legal fees and other expenses for Talon 1.

Citing data pointing to “a strong recovery of air travel in the short term” such as US vacation forecasts and the rollout of vaccines, as well as air cargo traffic driven by “strong e-commerce trends, supply chain constraints, and ocean freight congestion,” Talon 1 Acquisition pledged in the filing: “We will seek to partner with a market leader that is primed to grow organically and through acquisition while undergoing commercial and operational improvements.”

The company aims to leverage both the experience of the management team and the benefits of becoming a public company, including access to debt and equity for expansion, “to transform our target company into a highly respected industry leader.”

The filing also said that Talon 1 may opt to enter into business combination with other target companies that are growing industry leaders, have well-established business models, and could benefit from having funding generated via an IPO.

Acquisitions, it added, will focus on companies that service one or more of these end markets: commercial passenger airlines, cargo airlines, business aviation operators, and special mission operators. These target companies should have an international presence, primarily serving the US or Europe, and have an enterprise value of between USD1 billion and USD1.5 billion.

In accordance with Nasdaq listing rules, at least 90% of the gross proceeds from this offering and private placement will initially be deposited in a trust account. Talon 1 Acquisition, for which the website talon1spac.com has been registered but so far without content, plans to list on the Nasdaq under the symbol TOAC.U.