As SPAC transactions have become a fundamental tool for capital formation and deployment in the current market conditions, S&C has remained at the forefront of this trend, providing clients with insight on the careful planning and seamless orchestration of legal knowledge required to drive these transactions to a successful completion.
 
S&C's world-class capabilities in capital markets and M&A make it a preferred adviser to participants in many of the most notable SPAC transactions in the marketplace. These transactions often require a combination of private M&A, public M&A, public securities offerings and cross-border tax issues that greatly benefit from S&C's tightly integrated, multidisciplinary team approach to staffing transactions.

SELECTED REPRESENTATIONS

Our recent SPAC experience demonstrates S&C’s deep familiarity with the complex issues and challenges that arise from such transactions. Our recent experience includes representing:
  • CNH Industrial (Netherlands) in its strategic and exclusive Heavy-Duty Truck partnership with Nikola (U.S.), under which CNH Industrial took a strategic stake in Nikola as the lead Series D investor in connection with Nikola’s merger with VectoIQ Acquisition Corp., a publicly-traded special purpose acquisition company
     
  • DiamondPeak Holdings (U.S.), a special purpose acquisition company, in its pending business combination with Lordstown Motors (U.S.) under which Lordstown will become a publicly listed company with an implied $1.6 billion equity value and the pending $500 million PIPE investment in connection with the merger
     
  • DraftKings (U.S.) in its business combination with Diamond Eagle Acquisition Corp. (U.S.), a publicly traded special purpose acquisition company, and SBTech (Global) Limited
     
  • Global Knowledge Training (U.S.) in its sale to Churchill Capital Corp II (U.S.), a special purpose acquisition company, from Rhône Capital (U.S.) as part of a three-way business combination with Software Luxembourg Holding, creating a $1.5 billion company
     
  • GSO Capital Partners (U.S.), the credit division of Blackstone, as part of an investor group providing equity financing in connection with CF Corporation’s (Cayman), a NASDAQ-listed special purpose acquisition company, $1.84 billion acquisition of Fidelity & Guaranty Life (U.S.)
     
  • Justice Holdings (U.K.), a special purpose acquisition company, and Pershing Square Capital Management (U.S.), co-founder of Justice, in connection with Justice’s $1.4 billion initial public offering and subsequent business combination with Burger King Worldwide Holdings (U.S.)
     
  • Financial adviser to the Committee of Landcadia Holdings II (U.S.), a publicly traded special purpose acquisition company co-sponsored by Fertitta Entertainment (U.S.) and Jefferies Financial Group (U.S.), in its $745 million pending acquisition of Golden Nugget Online Gaming (U.S.), a U.S. online real money casino owned by Tilman J. Fertitta
     
  • Rhône Capital (U.S.) and Ranpak Corporation (U.S.) in connection with One Madison Corporation’s (U.S.), a special purpose acquisition company on the NYSE, acquisition of Ranpak from affiliates of Rhône Capital, valuing Ranpak at approximately $1.09 billion