Blockchain Coinvestors Acquisition Corp. I (BCSA) Adds Non-Redemption Agreement

Blockchain Coinvestors I  (NASDAQ:BCSA) announced in an 8-K filing this morning that it has signed non-redemption agreements with unaffiliated investors to keep more cash in its trust through its January 27 extension vote.

Investors are to receive a portion of 75,000 promote shares (0.9% of total) Blockchain Coinvestors I’s sponsor has agreed to disperse for every 350,000 shares that are not redeemed under the agreement. Investors are to effectively receive one new share for every 4.66 shares they do not redeem under these terms.

Blockchain Coinvestors I postponed this meeting’s initial January 18 date before announcing these agreements. It still has extra time if it wishes to add more anti-redemption incentives as its transaction deadline is not until May 15. The proposal on this meeting’s ballot to would move that six months to November 15.

It announced a $622 million deal with crypto fintech firm Qenta in November 2022 and the SPAC may be buying time early on the expectation of a long SEC review process. While SPACs have required more time than usual to complete deals in general over the past year, deals with target companies involved in consumer crypto platforms appear to have attracted particular regulatory scrutiny.

Houston-based Qenta has created a crypto investment and payments platform with its G-Coin backed by sustainably produced physical gold.

Blockchain Coinvestors I also noted in the filing that it will continue to hold trust funds in US government securities and will not utilize any trust funds to pay any potential excise tax obligations. SPACs are increasingly clarifying whether they intend to shift trusts held in cash and how they plan to approach the potential need to pay a 1% excise tax on redemptions if these are considered a share buyback.