BCP QualTek HoldCo LLC, a turnkey provider of infrastructure services to the 5G wireless, telecom, and renewable energy sectors, and Roth CH Acquisition III Co., a publicly-traded special purpose acquisition company with $115 million in trust, has signed of a definitive agreement for a business combination that will result in QualTek becoming a public company. Upon closing of the transaction, the combined company will be renamed “QualTek Services Inc.” and is expected to remain listed on the Nasdaq under the new ticker symbol “QTEK.”
In connection with the merger announcement, the companies announced the execution of definitive agreements with institutional investors for the sale of a common stock PIPE of $66 million at $10.00 per share. In addition, the companies announced the execution of definitive agreements between institutional investors and QualTek for a private placement of $44 million in convertible notes to be funded immediately.
QualTek CEO Scott Hisey commented, “This merger positions QualTek to capitalize on the tremendous opportunities in the 5G wireless, telecommunications infrastructure and renewables industries. I am so proud of all that our employees and partners have accomplished in building this great company. We are very excited about the future as we continue to enhance our technology-driven service platform.”
Brightstar Capital Partners founder and CEO Andrew Weinberg added, “Brightstar Capital Partners is looking forward to participating in QualTek’s next stage of growth as it transforms into a public company. This transaction will allow QualTek to continue providing best-in-class solutions to customers across the growing 5G wireless market and telecommunications infrastructure and renewables industries.”
Partners of Roth Capital and Craig-Hallum, sponsors of Roth CH III, stated, “We are extremely excited to announce our partnership with the QualTek leadership team. QualTek has established itself as a leading, trusted, and reliable provider of critical services across a range of end markets characterized by highly attractive long-term growth dynamics. The company is exceptionally well positioned to benefit from significant infrastructure demand related to both the buildout of 5G telecom networks as well as the secular trends fueling the renewable energy market.”
Roth Capital Partners LLC and Craig-Hallum Capital Group LLC are acting as placement agents for the PIPE transaction. Citi and Harris Williams are acting as financial advisors to QualTek. Kirkland & Ellis LLP is acting as legal advisor to QualTek and Loeb & Loeb LLP is acting as legal advisor to Roth CH III.