B Riley BRPM.U = 1C, 1/2W

Complete ALTG W

1 W + 11.50 < 1 Common.


Prospectus 4/19/19

Redemption will be ~10.16 as per proxy

PROXY 1/23/20

Merger vote Feb 11

BRPI as forward purchase will buy 2.5 mil units at 10

an aggregate of $35,000,000 of our shares of Class A common stock at a price of $10.00 per share, or an aggregate of 3,500,000 shares of Class A common stock, subject to certain conditions, including the approval of the business combination. As an inducement to enter into the subscription agreements, the PIPE investors (other than BRPI) will receive an aggregate of 178,947 additional shares of our Class A common stock and an aggregate of 1,275,000 of our warrants, and, upon consummation of the business combination, the Sponsor will forfeit an equal number of shares of Class B common stock (“founder shares”) to us for cancellation and BRPI or its designees will transfer an equal number of warrants to us.

Term 18 months.

Trust shares 14,375,000

Trust IPO =$10.00 - $143.75 million w over-allotment option - J.P. Morgan Chase Bank, N.A., with Continental Stock Transfer & Trust Company acting as trustee, and $1.75 million will be available to pay fees and expenses in connection with this offering and for working capital following the closing of this offering

We expect the trust account to generate approximately $1,875,000 of interest annually assuming an interest rate of 1.5% per year;

Focus any and all. While we may pursue an initial business combination target in any industry or geographic region, we intend to focus on established businesses that have an aggregate enterprise value of approximately $300 million to $1 billion 

An affiliate of our sponsor has entered into a forward purchase agreement with us which provides for the purchase by it (or its designees) of an aggregate of 2,500,000 units for an aggregate purchase price of $25,000,000 in a private placement to close concurrently with the closing of our initial business combination. -  do not depend on whether any Class A common stock is redeemed by our public stockholders.  

The purchaser will not have the ability to approve the initial business combination prior to the signing of a material definitive agreement. But Purchaser is B Riley.

Our management team is led by Kenneth Young and Daniel Shribman who have over 40 years of combined operating, deal-making and investment experience and hold senior positions at B. Riley Financial (Nasdaq: RILY), an affiliate of our sponsor, which, through its subsidiaries, provides collaborative financial services and solutions and covers over 500 companies in research and trading, with a focus on small to mid-cap companies that it believes are underfollowed or misunderstood by Wall Street. As B. Riley Financial’s affiliate, we intend to draw upon its infrastructure, personnel, network and relationships. We believe that the extensive operating, deal-making and investment experience of our management team, paired with B. Riley Financial’s unique sourcing infrastructure, makes us well-situated to identify, source, negotiate and execute an initial business combination with an attractive company.

 Kenneth Young, our Chief Executive Officer, has served as President of B. Riley Financial since July 2018. Mr. Young also has served as Chief Executive Officer of B. Riley Principal Investments, a wholly-owned subsidiary of B. Riley Financial, which acquires, invests and operates companies across several verticals, including communications, media, construction and retail, with a focus on maximizing cash flows through operational expertise since October 2016. Mr. Young serves as the Chief Executive Officer of magicJackVocalTec and United Online, both wholly-owned subsidiaries of B. Riley Financial. Mr. Young, pursuant to a consulting agreement with B. Riley Financial, was appointed Chief Executive Officer of Babcock & Wilcox (“BW”), a global leader in energy and environmental technologies and services for the power and industrial markets, in November 2018. B. Riley Financial has minority ownership in Babcock & Wilcox. 

 Mr. Young has 30 years of operational, executive and board experience primarily within the communications and finance industry. Mr. Young served as President and Chief Executive Officer at Lightbridge Communications Corporation (“LCC”), a provider of technical services for wireless operators, from 2008 to September 2016. Prior to joining LCC, he spent over 16 years in senior executive positions with multiple corporations, including Southwestern Bell Corporation, AT&T and Cingular Wireless.

 Mr. Young has served as a member of the board of directors of Orion Energy Systems, Inc. (Nasdaq: OESX) since 2017, Sonim Technologies, bebe stores, inc. and Liberty Tax, Inc. since 2018. Mr. Young is a former member of the board of Globalstar, Inc. (NYSE: GSAT), Imagine Communications, B. Riley Financial (Nasdaq: RILY), Standard Diversified Opportunities, Inc. and Proxim Wireless Corp.

Daniel Shribman, our Chief Financial Officer, has been President of B. Riley Principal Investments since September 2018, when such role was first created, and brings 11 years of experience in both public and private equity to us. Prior to joining B. Riley Principal Investments, Mr. Shribman was a Portfolio Manager at Anchorage Capital Group, a special situation asset manager with over $15 billion in assets under management, from 2010 to 2018. During Mr. Shribman’s tenure at Anchorage, he led investments in dozens of public and private opportunities across the general industrials, transportation, automotive, aerospace, gaming, hospitality and real estate industries. These investments ranged from public equities and bonds to deeply distressed securities, par bank debt, minority owned private equity and majority owned private equity. Mr. Shribman worked in close collaboration with management teams and boards to maximize shareholder value in the form of both operational turnarounds, capital markets financings and communication and capital deployment initiatives.