Ursa Major Technologies is set to go public via a definitive business combination agreement with Bleichroeder Acquisition Corp. III, a special purpose acquisition company (SPAC) led and backed by Inflection Point Asset Management.
When the deal closes, the Colorado-based aerospace and defence manufacturer, which relies heavily on additive manufacturing for the development and manufacture of many of its solutions, will trade publicly on the Nasdaq as a critical munitions company. The transaction, which has been unanimously approved by both Boards of Directors, is expected to close in the first quarter of 2027 subject to shareholder and regulatory approvals and other customary closing conditions.
“Deterrence depends on what can be built reliably, safely and at scale,” said Chris Spagnoletti, who took over as Ursa Major CEO back in February. “For eleven years, Ursa Major has invested in the hard work behind that outcome: propulsion, manufacturing, testing, qualification and flight. This transaction will help us turn that foundation into the production capacity our customers need. Becoming a public company aligns with our high standard of transparency and accountability, strengthening our ability to deliver responsibly for the warfighter over the long term.”
Ursa Major has been building hypersonics, solid rocket motors and space mobility systems since 2015 and raised approximately $380 million in the private markets. Earlier this year, the company successfully hot-fire tested the latest variant of its flight-proven Hadley liquid rocket engine for the first time after a series of design and manufacturing improvements - around 80% of the engine's components are said to have been 3D printed.
This deal under the renamed Inflection Point Mach X Bleichroeder Corp. (Nasdaq: IPXX) reflects a pre-money equity valuation of approximately $1.6 billion and a post-transaction equity valuation of approximately $2.3 billion. The transaction is supported by at least $350 million of PIPE commitments, anchored by Inflection Point, of which approximately $110 million will be funded at signing of the business combination agreement. The capital is set to allow Ursa Major to expand its production capabilities to address growing demand and help strengthen the U.S. defence industrial base. It will also support the expansion of its Galeton, Colorado operations from a solid rocket motor test site into a large-scale production campus, and continued expansion of liquid engine manufacturing, additive manufacturing, all-up-round development, and the working-capital needs associated with scaling production.
“Ursa Major spent more than a decade building and proving its technology, flight record and advanced manufacturing architecture before demand accelerated to today’s extraordinary level. That combination of technical maturity, manufacturing readiness and rapidly expanding demand is rare, and has resulted in a historically large PIPE anchored by Inflection Point,” said Michael Blitzer, Chairman and Founder of Inflection Point. “This is not capital for a concept; it is capital to scale proven technology and production against some of the most urgent and well-funded priorities in U.S. national security. We believe Ursa has the ingredients to become one of the defining national security companies of the next generation, and we are proud to be its partner in the public markets.”
Cantor Fitzgerald & Co. is serving as lead placement agent and Moelis & Company LLC is serving as joint placement agent to Inflection Point. In addition, Cantor is serving as lead financial advisor to Bleichroeder, and Moelis is serving as exclusive capital markets advisor to Ursa Major. Latham & Watkins LLP is serving as legal advisor to Ursa Major. White & Case LLP is serving as legal advisor to Inflection Point. DLA Piper LLP (US) is serving as legal counsel to Cantor and Moelis. Reed Smith LLP is serving as legal counsel to Bleichroeder.