SHMD.NASDAQSchmid Group NV

425: Pegasus Digital Mobility Re-Opens Redemption Option After Schmid Group's EBITDA Estimate Revised Downward

Sentiment:

Current Report


Pegasus Digital Mobility Acquisition Corp. is re-opening its redemption option for Class A shareholders after preliminary unaudited financials from Gebr. Schmid GmbH indicated a lower EBITDA than previously estimated.

Delay expectedSales revenue from a significant milestone will be recognized as revenue in 2024 instead of the fourth quarter of 2023.
Worse than expectedThe EBITDA is estimated to be EUR 39.1 million, lower than the previously estimated EUR 44 million.The recurring EBITDA is estimated to be EUR 16.7 million, lower than the previously estimated EUR 20 million.

Summary

  • Pegasus Digital Mobility Acquisition Corp. has received preliminary, unaudited financial statements from Gebr. Schmid GmbH regarding the Schmid Group.
  • The estimated EBITDA for fiscal year 2023 was previously forecast at EUR 44 million, with a recurring EBITDA of EUR 20 million.
  • Based on the preliminary, unaudited financial statements, the EBITDA is now estimated to be EUR 39.1 million, and the recurring EBITDA is estimated to be EUR 16.7 million.
  • The key differences are due to sales revenue from a significant milestone being recognized in 2024 instead of 2023 and the application of IFRS 16 in relation to a sale and leaseback transaction.
  • The board of directors of Pegasus has decided to re-open the redemption option for Class A shareholders from April 23, 2024, at 9 am ET to April 24, 2024, at 5 pm ET.
  • Shareholders can redeem their Class A ordinary shares for the redemption share price following the procedures in the Definitive Proxy Statement.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to the downward revision of EBITDA estimates and the re-opening of the redemption option, which suggests potential investor concerns.

Negatives

  • The EBITDA estimate for fiscal year 2023 for Schmid Group has been revised downward from EUR 44 million to EUR 39.1 million.
  • Recurring EBITDA is also lower than previously estimated, now at EUR 16.7 million compared to the initial forecast of EUR 20 million.

Risks

  • The revised EBITDA estimates could impact investor confidence in the proposed business combination.
  • The re-opening of the redemption option may lead to increased redemptions by Pegasus shareholders.
  • Differences between estimated and actual financial results could lead to future adjustments and uncertainty.

Future Outlook

The document includes forward-looking statements regarding the proposed business combination and its anticipated financial impacts, but cautions that actual results may differ from expectations.

Industry Context

The announcement highlights the importance of accurate financial forecasting in SPAC transactions and the potential impact of accounting standards (IFRS 16) on reported results.

Stakeholder Impact

  • Shareholders of Pegasus are impacted by the re-opening of the redemption option and the revised EBITDA estimates.
  • The Schmid Group is impacted by the adjustments to their financial reporting.

Next Steps

  • Pegasus shareholders can redeem their Class A ordinary shares between April 23 and April 24, 2024.
  • Shareholders are advised to read the Definitive Proxy Statement before making any voting or investment decisions.

Key Dates

DateDescription
January 29, 2024Date of investor presentation filing with estimated EBITDA for fiscal year 2023.
March 28, 2024Registration/Proxy Statement was declared effective.
April 22, 2024Date of report and board decision to re-open redemption option.
April 23, 2024Re-opened redemption possibility opens at 9 am Eastern Time (ET).
April 24, 2024Re-opened redemption possibility closes at 5 pm Eastern Time (ET).

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