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LightWave Acquisition Corp. (Nasdaq: LWACU) filed an 8-K to report the successful completion of its initial public offering and related private placement. On 26 June 2025 the blank-check company issued 21,562,500 units at $10.00 each, including the full exercise of the underwriter’s 2,812,500-unit over-allotment option, producing $215.625 million of gross proceeds. Each unit contains one Class A ordinary share and one-half of a redeemable warrant exercisable at $11.50 per share.
Concurrently, the sponsor and BTIG, LLC purchased 606,250 private-placement units (390,625 and 215,625 units, respectively) at the same $10.00 price, generating an additional $6.062 million. No underwriting discount was paid on these units, which were issued under the Section 4(a)(2) exemption.
Total cash of $215.625 million—comprised of IPO net proceeds (after including $7.547 million of deferred underwriting discount) and private-placement proceeds—was deposited into a U.S. trust account at Continental Stock Transfer & Trust. The funds will be held until LightWave completes a business combination, consistent with standard SPAC practice.
An audited balance sheet dated 26 June 2025 reflecting these transactions is attached as Exhibit 99.1. No other material events were disclosed.
LightWave Acquisition Corp. (Nasdaq: LWACU) has completed its special-purpose acquisition company (SPAC) initial public offering. The 8-K dated 30 June 2025 reports that on 26 June 2025 the company closed the sale of 21,562,500 units (including the full over-allotment option) at $10.00 per unit, generating $215.625 million in gross proceeds. Each unit contains one Class A ordinary share and one-half warrant exercisable at $11.50.
Simultaneously, the sponsor and BTIG purchased a total of 606,250 private-placement units at the same $10.00 price. Together, IPO and private-placement proceeds—$215.625 million, inclusive of a $7.55 million deferred underwriting fee—were deposited into a U.S.-based trust account managed by Continental Stock Transfer & Trust. The funds are restricted until (i) a business combination, (ii) redemption if no deal is completed within 24 months, or (iii) certain shareholder-approved amendments.
The filing also discloses execution of key agreements customary for SPACs, including the underwriting agreement (BTIG), warrant agreement, investment management trust agreement, registration-rights agreement, two private-placement purchase agreements, administrative-services agreement and indemnification agreements for officers and directors.
Corporate governance changes: Three independent directors—Robert Hochberg (Audit Chair), Charlotte S. Blechman, and Allen C. Dickason (Compensation Chair)—joined the board on 24 June 2025. LightWave also adopted an amended & restated memorandum and articles of association with effect from the IPO closing.
Key takeaways for investors:
- Completed funding positions the SPAC with more than $215 million in trust to pursue an acquisition.
- Full exercise of the over-allotment option indicates solid demand for the offering.
- 24-month completion window and warrant structure introduce dilution and timeline risks typical of SPAC vehicles.
Bank of Montreal (BMO) plans to issue senior unsecured Autocallable Barrier Notes, Series K, due August 7, 2028. The notes are linked to the worst performer of the S&P 500, NASDAQ-100 and Russell 2000 indices. Investors may receive monthly contingent coupons of 0.7083 % (≈ 8.50 % p.a.) provided each index closes at or above 70 % of its initial level on the relevant observation date. From February 4, 2026 onward, if all three indices close above their initial levels (100 %), the notes are automatically redeemed at par plus the current coupon.
Principal is at risk. If the notes are not called and any index closes below 70 % of its initial level on the final valuation date (a “Trigger Event”), repayment is reduced dollar-for-dollar with the worst-performing index and could be zero. The estimated initial value is US $975.40 per US $1,000, implying a 2.46 % issue premium versus BMO’s internal valuation. The notes are offered in $1,000 denominations, will not be exchange-listed and are subject to BMO’s credit risk. BMO Capital Markets Corp. acts as selling agent and calculation agent; total selling concessions are up to 1.00 % of face value.
Key dates: Pricing Date – July 31 2025; Settlement – August 5 2025; first coupon – September 7 2025; Final Valuation – August 2 2028; Maturity – August 7 2028.
Investor profile: Suits investors seeking enhanced income tied to broad U.S. equity indices, willing to accept downside equity risk, early redemption and limited liquidity.
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