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OneSpaWorld Defeats Investor's Challenge of Its PIPE

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Published: June 22nd, 2020
OneSpaWorld beat back opposition to its $75 million PIPE by Deep Field Asset Management.

Following a June 10 virtual shareholder vote, OneSpaWorld Holdings Ltd. (OSW) will raise $75 million in a private-investment-in-public-equity transaction with investor L Catterton portfolio company Steiner Leisure Ltd. and affiliates and well as company insiders.

The approval of the deal came over the opposition of Beverly Hills, Calif.-based investor Deep Field Asset Management LLC. The investment adviser owns 1.84 million shares of OneSpaWorld and had issued several proxy statements and letters saying the proposed financing was highly dilutive and benefited company insiders. Deep Field was advising fellow shareholders to vote against the financing.

The financing was first announced April 30 and calls for OneSpaWorld to sell 18.7 million common shares at $4 each along with five-year warrants to buy 5 million common shares at $5.75. The share price represented an 18% discount.

According to PrivateRaise, The Deal’s proprietary data service tracking private placements larger than $1 million, Steiner will provide $60 million of the financing, Neuberger Berman Group LLC will invest $10 million, with the balance being purchased by corporate officers, directors, affiliates and insiders.

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