LightWave Acquisition Corp. Announces Closing of $215,625,000 Initial Public Offering, Including Full Exercise of Underwriters' Over-Allotment Option

Rhea-AI Summary

LightWave Acquisition Corp. (NASDAQ:LWAC) has successfully completed its initial public offering (IPO), raising $215.625 million through the sale of 21,562,500 units at $10.00 per unit. This includes the full exercise of the underwriters' over-allotment option for an additional 2,812,500 units.

Each unit comprises one Class A ordinary share and one-half of one redeemable warrant, with whole warrants exercisable at $11.50 per share. The units currently trade under "LWACU" on Nasdaq, with the shares and warrants to trade separately under "LWAC" and "LWACW" respectively. BTIG, LLC serves as the sole book-running manager, with Roberts and Ryan, Inc. as co-manager.

Positive

• Successfully raised $215.625 million in IPO proceeds
• Full exercise of over-allotment option indicates strong investor demand
• Listed on major exchange (Nasdaq Global Market)

Negative

• SPAC structure carries inherent uncertainty until target acquisition is identified
• Warrants may cause future dilution for shareholders
• Limited time window to complete business combination

Insights

Financial Analyst specializing in SPACs and IPOs

LightWave's $215.6M SPAC IPO completes successfully with full overallotment exercise, reflecting solid investor demand despite cooled SPAC market.

LightWave Acquisition Corp. has successfully completed its initial public offering, raising $215.625 million through the sale of 21,562,500 units priced at $10.00 each. The full exercise of the underwriters' over-allotment option for an additional 2,812,500 units indicates strong initial demand for this offering, which is noteworthy given the generally cooled SPAC market compared to its 2020-2021 peak.

The SPAC's structure follows standard industry conventions with each unit comprising one Class A ordinary share and one-half of one redeemable warrant. These warrants, exercisable at $11.50 per share, provide additional upside potential for early investors if the eventual business combination creates value. The Cayman Islands incorporation suggests potential flexibility for international acquisitions while potentially offering tax advantages.

With units currently trading under the symbol "LWACU" on Nasdaq, investors should note that the shares and warrants will eventually separate to trade independently under "LWAC" and "LWACW" respectively. This separation typically creates different investment opportunities based on risk tolerance, with warrants offering leveraged exposure.

The size of this raise positions LightWave as a mid-tier SPAC with sufficient capital to target a meaningful acquisition. While the press release doesn't specify a target sector focus, the $215.6 million proceeds provide substantial firepower for identifying acquisition candidates. SPACs typically have 18-24 months to complete a business combination before facing potential liquidation.

BTIG's role as sole book-runner with Roberts and Ryan as co-manager represents a typical underwriting structure for SPACs of this size. The involvement of established financial institutions provides some validation of the offering's structure and management team's credentials, though specific details about the sponsors aren't provided in this announcement.

Dallas, TX, June 26, 2025 (GLOBE NEWSWIRE) -- LightWave Acquisition Corp. (the “Company”), a newly organized special purpose acquisition company formed as a Cayman Islands exempted company, today announced the closing of its initial public offering of 21,562,500 units at an offering price of $10.00 per unit. This includes the exercise in full by the underwriters of their over-allotment option to purchase up to an additional 2,812,500 units. Each unit consists of one Class A ordinary share and one-half of one redeemable warrant. Each whole warrant will entitle the holder thereof to purchase one Class A ordinary share at $11.50 per share. The units are listed on the Nasdaq Global Market (“Nasdaq”) and trade under the ticker symbol “LWACU”. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Once the securities comprising the units begin separate trading, the Class A ordinary shares and the warrants are expected to be traded on Nasdaq under the symbols “LWAC” and “LWACW,” respectively.

The Company intends to use the net proceeds from the offering and the simultaneous private placement of units to pursue and consummate  a business combination with one or more businesses.

BTIG, LLC is acting as sole book-running manager for the offering. Roberts and Ryan, Inc. is acting as co-manager.

The offering was made only by means of a prospectus. Copies of the prospectus may be obtained from: BTIG, LLC, 65 East 55th Street New York, New York 10022, Attn: Syndicate Department, or by email at ProspectusDelivery@btig.com, or by accessing the website of the Securities and Exchange Commission (“SEC”) at www.sec.gov.

A registration statement relating to the securities has been filed with, and declared effective by, the SEC. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About LightWave Acquisition Corp.

LightWave Acquisition Corp. is a blank check company, also commonly referred to as a special purpose acquisition company, or SPAC, formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue a business combination in any sector, the Company will primarily focus on target businesses in the technology industry. The Company's management team is led by Robert M. Bennett, its Chief Executive Officer and Chairman of the Board of Directors (the “Board”), and William W. Bunker, its Chief Financial Officer and Vice Chairman of the Board. In addition, the Board includes Robert Hochberg, Charlotte S. Blechman, and Allen C. Dickason.

Forward-Looking Statements

This press release contains statements that constitute “forward-looking statements,” including with respect to the Company's initial public offering (“IPO”), the anticipated use of the net proceeds thereof and the Company's search for an initial business combination. No assurance can be given that the net proceeds of the offering will be used as indicated. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company's registration statement and prospectus for the IPO filed with the SEC. Copies are available on the SEC's website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Contacts:

Robert Bennett
Chief Executive Officer
rbennett@firstlex.com

FAQ

How much did LightWave Acquisition Corp (LWAC) raise in its IPO?

LightWave Acquisition Corp raised $215.625 million through its IPO, selling 21,562,500 units at $10.00 per unit, including the full exercise of the over-allotment option.

What is included in each LWAC unit offering?

Each unit consists of one Class A ordinary share and one-half of one redeemable warrant. Each whole warrant allows the purchase of one Class A ordinary share at $11.50 per share.

What are LWAC's trading symbols on Nasdaq?

The units trade as LWACU, while the Class A ordinary shares and warrants will trade separately as LWAC and LWACW respectively once separate trading begins.

Who are the underwriters for the LightWave Acquisition Corp IPO?

BTIG, LLC is the sole book-running manager, while Roberts and Ryan, Inc. serves as co-manager for the offering.

What is the purpose of LightWave Acquisition Corp's IPO proceeds?

The company intends to use the net proceeds from the IPO and simultaneous private placement to pursue and consummate a business combination with one or more businesses.