Sponsors, underwriters, Special Purpose Acquisition Company (SPAC) investors, and other participants turn to Cleary Gottlieb’s cross-disciplinary team to successfully complete all phases of SPAC transactions.

Our capital markets, mergers and acquisitions, fund formation, and tax teams work together to provide advice on:

  • Formation and advice to sponsor/management teams
  • Structuring and IPOs
  • Completing business combinations, de-SPACs
  • Life as a public company
  • Investments in SPACs

Clients benefit from our experience with highly structured vehicles and financial product innovation, knowledge of the regulatory environment, and keen understanding of the business issues with critical impact on SPACs.

Notable Experience

SPAC Formation, IPOs, and Listings

  • Artius Acquisition Inc. in its $630 million SEC-registered IPO.

  • Vista Oil & Gas, initially organized as a SPAC that acquired certain businesses throughout Latin America as part of its initial business combination, in an SEC-registered equity offering and listing with the NYSE.

  • Financial advisor’s counsel in a complex transaction that listed Burger King Worldwide Holdings Inc. on the NYSE through a sale of a 29% stake in the company to shareholders of Justice Holdings Limited, a SPAC, and a sale of a 71% stake to affiliates of 3G Capital Partners Ltd.

  • Wendel and Helikos in Helikos’ €200 million Rule 144A/Reg. S IPO, the first SPAC ever listed on the Frankfurt Stock Exchange.

  • An Argentine investment group and other sponsors in connection with the creation of a SPAC and in negotiations with an initial investor in the SPAC.

  • Goldman Sachs as underwriter in Liberty Lane Acquisition Corp.’s $350 million SEC-registered IPO.

  • The underwriters, led by Lazard Capital Markets, in Aldabra 2 Acquisition Corp.’s $414 million SEC-registered IPO.

  • NTR Acquisition in its $246 million SEC-registered IPO.

  • Citigroup Global Markets as underwriter in Oceanaut’s, a SPAC created by Excel Maritime Carriers Ltd., $150 million SEC-registered IPO.

  • The underwriters in Liberty Acquisition Holdings Corp.’s $1 billion IPO.

  • The underwriters in Trian Acquisition I Corp.’s $800 million IPO.

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Investments in SPACs

  • A sovereign wealth fund in its $150 million PIPE investment in GS Acquisition Holdings Corp., a SPAC co-sponsored by an affiliate of Goldman Sachs.

  • A sovereign wealth fund in a $50 million investment in GS Acquisition Holdings Corp. and the subsequent acquisition of Vertiv Holdings.

  • Viking Global as anchor investor in the IPO of J2 Acquisition Limited; the transaction included an offering and standard listing on the LSE of ordinary shares representing the entirety of the share capital of J2 Acquisition Limited, together with matching warrants.

  • HSBC and Tyrus Capital Event Master Fund in their respective investments of $200 million and $150 million in Liberty Acquisition Holding Corp. and the subsequent merger and IPO with Promotora de Informaciones.

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De-SPAC/M&A Transactions

  • Financial advisor’s counsel in a complex transaction that listed Burger King Worldwide Holdings Inc. on the NYSE through a sale of a 29% stake in the company to shareholders of Justice Holdings Limited, a SPAC, and a sale of a 71% stake to affiliates of 3G Capital Partners Ltd.

  • Helikos in its de-SPACing and acquisition of Exceet Group, the first successful de-SPACing of a Frankfurt-listed SPAC.

  • HSBC and Tyrus Capital Event Master Fund in their respective investments of $200 and $150 million in Liberty Acquisition Holding Corp. and the subsequent merger and IPO with Promotora de Informaciones.

  • Promecap Acquisition Company in connection with certain aspects of its acquisition of Acosta Verde.

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Publications