LL Funds in Offerpad’s $3 Billion Business Combination

Cleary Gottlieb is representing LL Funds in the business combination of its portfolio company Offerpad with Supernova Partners Acquisition Company Inc., a special purpose acquisition company, that will result in Offerpad becoming a public company.

The transaction was announced on March 18, 2021. The transaction reflects an implied equity value of the combined company of approximately $3 billion, based on current assumptions and is expected to provide up to $650 million in gross cash proceeds, including a fully committed PIPE of $200 million and $50 million direct investment by affiliates of Supernova, as well as up to $403 million of cash held in the trust account of Supernova. PIPE investors include funds and accounts managed by BlackRock and Zimmer Partners, as well as national homebuilder Taylor Morrison Home Corp.

Offerpad, which was founded in 2015, is a leading real estate solutions platform. Offerpad’s tech-enabled platform and team of real estate solutions experts empower homeowners to buy and sell homes online quickly and easily. Homeowners can request a free, 24-hour cash offer online in less than three minutes, partner with Offerpad to list a home with a back-up cash offer, or buy one of the thousands of homes available on Offerpad.com. Add-ons, such as show-ready home services; home improvement advances; extended stay options; and title and mortgage services allow customers to personalize the home buying and selling experience even more.

Supernova Partners Acquisition Company Inc. is a company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. Supernova’s Co-Chairman is Spencer Rascoff, the former chief executive officer of Zillow Group Inc. and is also led by Alexander Klabin, CEO of Ancient, CEO Robert Reid, and CFO Michael Clifton.