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Capabilities / Special Purpose Acquisition Companies (SPACs)

Special Purpose Acquisition Companies (SPACs)

Providing sophisticated, comprehensive legal counsel on complex deal structures.

After a lull in the usage of special purpose acquisition companies (SPACs), entrepreneurs and investors have returned to SPACs in force over the past year, raising more capital in 2020 for SPACs than in the last ten years combined. Husch Blackwell’s transactional teams have helped lead the way, representing both buyers and sellers in complex SPAC transactions.

Due to the complexities involved in SPAC-led transactions, our firm brings together an impressive group of lawyers in order to provide a comprehensive, end-to-end deal team capable of addressing myriad interconnected legal challenges these deals present, including M&A, corporate and securities, capital markets, antitrust, intellectual property and employee benefits and executive compensation. Importantly, our firm’s industry-first structure allows our deal teams to draw on a wealth of industry-specific regulatory expertise, especially in highly regulated industries such as healthcare, food and agribusiness and energy and natural resources.

From initial public offerings, negotiations of business combination agreements, registration statements, complex cross-border acquisitions, pre-SPAC corporate roll-ups and PIPE financings, our SPAC team delivers the kind of sophisticated legal counsel that investors, buyers and sellers need to preserve and enhance corporate value. 

  • Represent UpHealth Holdings, Inc. in its merger with GigCapital2, Inc. This transaction involved: (i) the acquisition by UpHealth of five operating companies, one of which was a cross-border acquisition of an Indian target, and several involved extensive healthcare licensing and regulatory complexities, (ii) negotiation of the business combination agreement with GigCapital2, (iii) a PIPE and convertible note round totaling $285M, and (iv) the additional merger of Cloudbreak Health, LLC. Once complete the implied market capitalization is anticipated to be in excess of $1.6B and UpHealth will be one of the largest global digital health companies.
  • Represent Northern Genesis Acquisition in a cross-border acquisition of Canada-based Lion Electric, a maker of electric trucks and buses, that included a $200 million PIPE investment and an implied market capitalization of $1.9 billion.
  • Representing Colorado marijuana dispensary in a SPAC-led merger valued up to $425 million.
  • Represent a company in a de-SPAC transaction that once consummated will deliver to the public market a digital operating system for money comprised of a large OTC trading platform and an exchange for digital assets built on blockchain technology.

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