S&C Advises Perfect in Completing Its de-SPAC Business Combination with Provident Acquisition Corp. and Listing on the NYSE

October 31, 2022

On October 28, S&C client Perfect Corp. completed its previously announced business combination with Provident Acquisition Corp. (PAQC), a special purpose acquisition company. Perfect's ordinary shares and warrants commenced trading on the New York Stock Exchange on October 31.
The de-SPAC merger transaction provided Perfect with approximately $119 million in gross proceeds, including $50 million from the concurrent PIPE transaction (which included Chanel, CyberLink, Shiseido and Snap as well as certain financial investors), $55 million from certain shareholders of PAQC pursuant to forward purchase agreements (entered into at the time of PAQC's initial public offering), and approximately $14 million from PAQC's trust account (after redemptions). 
Founded in 2015, Perfect is a global leader in providing AR and AI SaaS solutions to beauty and fashion industries.  Utilizing facial 3D modeling, and AI deep learning technologies, Perfect empowers beauty brands with product try-on, facial diagnostics, and digital consultation solutions to provide consumers with an enjoyable, personalized, and convenient omnichannel shopping experience.  Perfect has the leading market share in helping the world's top beauty brands execute digital transformation, improve customer engagement, increase purchase conversion, and drive sales growth while maintaining environmental sustainability and fulfilling social responsibilities.
The S&C team advising Perfect includes Ching-Yang Lin, Joon Seok Hong, Yiming Li and Yiwen Wang in Hong Kong, and Brian Hu in Beijing. Bob Downes, Steve Kotran and Matthew Goodman provided valuable advice during the course of the transaction. Jeff Hochberg, Saul Brander, Andrew Motten as well as Michael Orchowski in London, advised on U.S. tax matters; Heather Coleman and Tiffany Wooley advised on matters relating to employee stock ownership plans; Bob Buckholz, Rebecca Simmons and Mario Schollmeyer advised on NFT business related matters; Brian Frawley advised on litigation-related considerations, including PAQC shareholder demand letters; Mark Rosenberg and Nicholas Menillo advised on director and officer insurance matters.