Shane expressed enthusiasm about the Proposed Transaction, noting that We are very excited to work
closely with the BACA team to enable us to better transform the care experience for people at home. We believe that their deep mergers and acquisitions expertise coupled with our shared commitment to impact patient lives will accelerate our path to
market. Guessing with medication must stop. We have the expertise, technology and comprehensive data to help people who take medication achieve the best possible health outcome.
Mohammed Ansari, CEO of BACA, commented Our goal was to partner with a business led by a mission-driven management team with a vision. We believe we
have found that in Custom Health, with its novel approach to managing high-risk patients medication and improving their health outcomes.
Amir
Hegazy, CFO of BACA, added We believe that Custom Health will be a first-of-its-kind public company within the healthcare
sector, utilizing a vertically-integrated business model that leverages proprietary technology at its owned and network pharmacies to manage the full cycle of a patients medication and care journey.
Proposed Transaction Overview
Under the Proposed
Transaction terms, Custom Health will combine with BACA and become a publicly-listed entity trading on the NYSE under its existing name. The Proposed Transaction implies a $185 million pre-money equity
value for Custom Health and is expected to provide the Company with access to cash remaining in BACAs trust account post redemptions and potentially additional contemplated financing. Proceeds from the Proposed Transaction and related
financing are expected to be used to fuel organic growth and allow Custom Health to continue to execute on its proven add-on acquisition strategy.
Following the closing of the proposed Business Combination, the Companys board is expected to be comprised of seven directors, the majority of whom will
be independent, consistent with the applicable NYSE listing rules.
The Proposed Transaction will require approval of both the stockholders of BACA and
Custom Health and is expected to close during the second quarter of 2024, subject to the satisfaction of customary closing conditions.
About Berenson
Acquisition Corp. I
BACA is a special purpose acquisition corporation focused on identifying a leading technology-enabled services or software company
led by a passionate management team of subject matter experts.
BACA is affiliated with Berenson Holdings LLC (Berenson), a merchant bank
founded in 1990 with two principal lines of business: investment banking and private equity investing. Berenson was co-founded by Jeffrey Berenson, the former head of M&A and founder and co-head of merchant banking at Merrill Lynch, and is a trusted financial advisor to executives, founders, boards, family offices, financial sponsors, pension funds and government-related entities seeking to drive
transformational growth as well as other value creation and preservation initiatives.
Advisors
Cohen & Company Capital Markets, a division of J.V.B. Financial Group, LLC (CCM), served as exclusive financial advisor, capital markets
advisor and placement agent to BACA. DLA Piper LLP (US) served as legal counsel to Custom Health. Greenberg Traurig, LLP served as legal counsel to BACA.