Lordstown Motors Takes Off

Lordstown Motors Takes Off

Lordstown Motors Corp. became a publicly traded company in October, taking a major step toward achieving its goal of producing the world's first full-size all-electric pickup truck for the commercial fleet market. Instead of using a conventional IPO, the fledgling company went public on NASDAQ by merging with DiamondPeak Holdings Corp., a publicly traded special purpose acquisition company (SPAC), giving it an implied $1.6 billion equity value. Institutional investors also committed to a private investment in public equity (PIPE) of approximately $500 million.

Sullivan & Cromwell served as counsel to DiamondPeak, the SPAC that merged with Lordstown Motors, and also advised on the PIPE deal. As SPAC transactions have become a fundamental tool for capital formation in the current market, we remain at the forefront. S&C's integrated, multidisciplinary team approach is ideally suited for these transactions, which often require expertise in private M&A, public M&A, public securities offerings and cross-border tax issues.

Our recent SPAC experience includes the following representations:

  • CONX Corp., a SPAC formed by Charles Ergen, the Chairman of DISH Network and EchoStar, in its $750 million IPO and listing on NASDAQ 
  • DraftKings in its business combination with SPAC Diamond Eagle Acquisition Corp. and SBTech (Global) Limited to create the world’s first vertically integrated sports betting and online gaming company 
  • Global Knowledge Training in its sale to SPAC Churchill Capital Corp. II from Rhône Capital as part of a three-way business combination with Software Luxembourg Holding, creating a $1.5 billion company  
  • SPAC Justice Holdings (U.K.) and Pershing Square Capital Management, co-founder of Justice, in connection with Justice’s $1.4 billion initial public offering and subsequent business combination with Burger King Worldwide Holdings
  • SPAC TS Innovation Acquisitions Corp., formed by Tishman Speyer Properties L.P., in its $300 million IPO and listing on NASDAQ
Meet the S&C team that worked on the DiamondPeak/Lordstown deal.

Robert Downes is co-head of S&C’s Capital Markets Group. He has extensive experience in public and private offerings of equity and debt securities, including securities issued in structured finance transactions, and mergers, acquisitions and joint ventures for U.S. and non-U.S. issuers. He also has been actively involved in advising U.S. issuers on corporate governance matters, as well as on cybersecurity issues.

Scott Crofton is a partner in S&C’s Mergers & Acquisitions Group. He advises public and private companies as well as private equity firms on noteworthy domestic and cross-border transactions, alliances and joint ventures, and special situations and structures. He also counsels clients on corporate governance matters, defensive measures and other strategic matters.

Learn more about our M&A and Capital Markets practices and explore our insights in the following podcasts and publications.