Bolt Threads to Become a Public Company, Growing its Pioneering Biomaterials Platform Through Business Combination With Golden Arrow Merger Corp.
Bolt Threads has entered into a definitive business combination agreement with Golden Arrow Merger Corp. (Nasdaq: GAMC) that values Bolt Threads at $250M
Concurrent financing transactions expected to provide at least $35M of gross proceeds to the company, including fully committed common stock PIPE of up to $28M at $10.00 per share anchored by Bolt Threads’ existing investors – including Baillie Gifford, Temasek, Top Tier, Founders Fund, Formation 8, Foundation Capital, and Golden Arrow Sponsor, LLC
Transaction expected to enable high-volume distribution and adoption of Bolt Threads’ biomaterials in consumer goods, starting with beauty and personal care
BERKELEY, Calif., October 04, 2023--(BUSINESS WIRE)--Bolt Threads, Inc. ("Bolt Threads"), a pioneer in sustainable biomaterials for consumer products, announced a definitive agreement for a business combination with Golden Arrow Merger Corp (Nasdaq: GAMC) ("Golden Arrow") that would result in Bolt Threads becoming a public company. Upon closing of the transaction, the combined company will be named "Bolt Projects Holdings, Inc." and is expected to remain listed on Nasdaq under a new ticker symbol "BSLK". Bolt Threads Founder and CEO Dan Widmaier will lead the combined company.
Company Overview
Bolt Threads is a mission-driven biomaterials platform created to enable a better future for people and the planet. It applies biotechnology to innovate new solutions and products to help transform consumer goods. With 13 years of research, testing, and developing innovative materials inspired by natural biodiversity, Bolt Threads aims to replace the status quo of ingredients and processes found in the manufacturing of high-volume consumer goods with sustainable alternatives from nature. ?Bolt Threads’ intellectual property portfolio is anchored by 49 granted patents and 171 pending patent applications.
Bolt Threads’ lead product, b-silk™, is a fully biodegradable, non-toxic, and versatile ingredient for the beauty and personal care industry that benefits consumers, formulators, and the environment. It has been in the market since 2020 and is in products found in Sephora stores throughout the U.S.
The beauty industry relies on silicone elastomers in a vast array of formulations, a synthetic ingredient that leaves biopersistent polymers, including microplastics in the water system and is coming under increased consumer and regulatory pressure. Until Bolt Threads introduced b-silk, there have been few suitable alternatives to date. The proprietary polypeptide in b-silk replaces silicone elastomers in a broad range of formulations while offering added active benefits to skin, hair, and color cosmetics. B-silk’s novel protein polymer is inspired by the same proteins found in spider webs and is biobased and biodegradable. ?
Bolt Threads Investment Highlights
- Up to $4.0B silicone elastomer market within the $20B silicone-based ingredients and the $371B global beauty & personal care markets?
- Differentiated patent-protected product, offering a highly compelling value proposition?
- A deep bench of branded customer relationships, enabling rapid product iteration and commercialization?
- Potential for an attractive financial profile through scale and innovation?
- Numerous growth opportunities for new molecules and materials from nature to meet customer and consumer needs?
- An experienced and multi-faceted leadership team?
"Our mission remains steadfast to develop and provide better solutions for a way better world, and we believe that going public will allow us to grow our biomaterials platform and bring b-silk, among other products, to commercialization faster. Bringing low impact innovative materials to market is increasingly difficult and desperately needed," said Dan Widmaier, Bolt Threads co-founder and chief executive officer. "This is a transformative partnership and deal with Golden Arrow and its sponsor, which incorporates four firms with several decades of experience in capital markets and investing in public and private companies, who are also investing up to $10M, consisting of up to $8M in our PIPE transaction and $2M in an interim bridge financing."
"We were impressed by Bolt Threads’ proprietary technologies and processes that are on the cusp of enabling the company to become a leading platform for sustainable materials development," said Jacob W. Doft, Chairman of the Board at Golden Arrow. "We see a significant investment opportunity in the innovation and commercialization of biomaterials in industries ripe for disruption. We believe Bolt Threads, with its strong brand and reputation with customers, is well positioned to execute on its high growth strategy with market-ready products that will overhaul industries beginning with beauty and personal care."
Transaction Overview
Golden Arrow has agreed to combine with Bolt Threads based on a $346.1M pro forma enterprise valuation.
The transaction is expected to deliver at least $35M of gross proceeds to the company, consisting of an interim bridge financing of up to $6.8M, $5.5M of which was funded in connection with the signing of the business combination agreement and a fully committed common stock PIPE of up to $28.7M that will fund at the consummation of the business combination. The financing is anchored by existing Bolt Threads’ stockholders that include Baillie Gifford, Temasek, Top Tier, Founders Fund, Formation 8, and Foundation Capital, and a total investment of up to $10M from the Golden Arrow sponsor (subject to reduction to the extent certain existing Golden Arrow public stockholders elect not to redeem in connection with the transaction). Additionally, Golden Arrow’s trust account of $21.5M may deliver additional proceeds to the company at closing of the business combination transaction.
The transaction has been unanimously approved by the boards of directors of each of Golden Arrow and Bolt Threads and is subject to approval by each party’s respective stockholders and other customary closing conditions. The transaction is expected to close in the first quarter of 2024.
Upon completion of the transaction, the combined company is expected to trade on Nasdaq under the name "Bolt Projects Holdings, Inc."
Additional information about the proposed transaction, including a copy of the Business Combination Agreement and an investor presentation, will be provided in one or more current reports on Form 8-K to be filed by Golden Arrow with the United States Securities and Exchange Commission (the "SEC") and available at www.sec.gov.
Advisors
BTIG, LLC is acting as financial advisor and Latham & Watkins LLP is acting as legal advisor to Bolt Threads. Greenberg Traurig, LLP is acting as legal advisor to Golden Arrow. Ellenoff Grossman & Schole LLP is acting as legal advisor to BTIG, LLC.
About Bolt Threads
Bolt Threads is founded by scientists and engineers, and dedicated to pioneering way better materials for a way better world. The company focuses on developing efficacious and sustainable solutions tailored for the consumer goods segment. "Inspired by nature, made by humans" is the Bolt Threads model, revolving around creating and scaling materials that steer us towards a more sustainable future. A remarkable example is b-silk, a biobased and biodegradable substitute for silicone elastomers. This material not only offers valuable benefits to consumers and formulators but also positively impacts the environment. Bolt Threads is based in Berkeley, Calif., in the U.S., and has previously been recognized by Fast Company’s Most Innovative Companies.
About Golden Arrow Merger Corp.
Golden Arrow Merger Corp. is a blank check company formed as a Delaware corporation for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses.
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