Special Purpose Acquisition Companies (“SPACs”) are companies formed to raise capital in an initial public offering (“IPO”) with the purpose of using the proceeds to acquire an operating business or assets to be identified after the IPO. From 2014 through the end of 2020, over 430 SPAC IPOs have closed, raising approximately $114 billion in gross proceeds. Vinson & Elkins has expansive experience forming and representing SPACs in their IPOs and representing both SPACs and target companies in their business combinations and related financings.
From the legal issues impacting SPACs to the business and industry issues that affect their advancement, our team possesses comprehensive knowledge regarding SPAC structures, IPOs and business combinations, and can widely assist parties considering the formation of a SPAC or a SPAC business combination.
For more information, download our SPAC primer, which provides an overview of SPACs, including a comparison to an operating company IPO, their capitalization and economic structure, governance considerations, and the post-IPO target acquisition and subsequent De-SPAC process.
 |
Experience Highlights
First Reserve Sustainable Growth Corp., a SPAC, in its $222 million initial public offering of units
Underwriters to ECP Environmental Growth Opportunities Corp., an ESG-focused SPAC, in its $345 million initial public offering of units
Switchback II Corporation, a SPAC sponsored by an affiliate of NGP Energy Capital Management, in its $2.3 billion business combination with Bird Rides, a leader in shared short range environmentally friendly electric transportation
The Lion Electric Company, a leading designer, manufacturer and distributor of all-electric medium and heavy-duty urban vehicles, in its $1.9 billion combination with Northern Genesis Acquisition Corp., a SPAC
TPG Pace Tech Opportunities, a SPAC, in its $1.7 billion business combination with Nerdy Inc., a direct-to-consumer platform for live online learning
Peridot Acquisition Corp. III, a SPAC, in its initial public offering of units (In Registration)
Activate Permanent Capital Corp., a SPAC, in its initial public offering of units (In Registration)
Nabors Energy Transition Corporation in its business combination with Vast Pty Ltd, a renewable energy company specializing in concentrated solar power energy systems that generate zero-carbon, utility-scale electricity and industrial heat
Underwriters to Freestone Acquisition Corp., a SPAC, in its initial public offering of units (In Registration)
Spartan Acquisition Corp. IV, a SPAC, in its initial public offering of units (In Registration)
Underwriters to Arena Fortify Acquisition Corp., a SPAC, in its initial public offering of units (In Registration)
Beard Energy Transition Acquisition Corp., a SPAC, in its initial public offering of units
Switchback III Corporation, a SPAC, in its initial public offering of units (In Registration)
Queen’s Gambit Growth Capital II, a SPAC, in its initial public offering of units (In Registration)
Black Mountain Acquisition Corp., a SPAC, in its $276 million initial public offering of units
Banner Acquisition Corp., a SPAC, in its $156 million initial public offering of units
Decarbonization Plus Acquisition Corporation IV, a SPAC, in its $316 million initial public offering of units
Underwriters to Rice Acquisition Corp. II, a SPAC, in its $345 million initial public offering of units
Live Oak Crestview Climate Acquisition Corp., an ESG-focused SPAC, in its $200 million initial public offering of units
TortoiseEcofin Acquisition Corp. III, a SPAC, in its $345 million initial public offering of units
Underwriters to Shelter Acquisition Corporation I, a SPAC, in its $222 million initial public offering of units
Decarbonization Plus Acquisition Corporation III, a SPAC, in its $350 million initial public offering of units
Underwriters to AF Acquisition Corp., a SPAC, in its $224 million initial public offering of units
Kadem Sustainable Impact Corporation, a SPAC, in its $175 million initial public offering of units
First Reserve Sustainable Growth Corp., a SPAC, in its $222 million initial public offering of units
Live Oak Mobility Acquisition Corp., a SPAC, in its $253 million initial public offering of units
Underwriters to Power & Digital Infrastructure Acquisition Corp., a SPAC, in $345 million its initial public offering
Spartan Acquisition Corp. III, a SPAC, in its $552 million initial public offering of units
Underwriters to ECP Environmental Growth Opportunities Corp., an ESG-focused SPAC, in its $345 million initial public offering of units
Decarbonization Plus Acquisition Corporation II, a SPAC, in its $403 million initial public offering of units
Underwriters to The Music Acquisition Corporation, a SPAC, in its $230 million initial public offering of units
Queen’s Gambit Growth Capital, a SPAC, in its $345 million initial public offering of units
Switchback II Corporation, a SPAC, in its $316 million initial public offering of units
Spartan Acquisition Corp. II, a SPAC, in its $345 million initial public offering of units
Rice Acquisition Corp., a SPAC, in its $232 million initial public offering of units
Decarbonization Plus Acquisition Corporation, a SPAC, in its $230 million initial public offering of units
Tortoise Acquisition Corp. II, a SPAC, in its $345 million initial public offering of units
Spartan Energy Acquisition Corp., a SPAC, in its $552 million initial public offering of common units
Sentinel Energy Services Inc., a SPAC, in its $345 million initial public offering of common stock
Underwriters to Silver Run Acquisition Corporation II, a SPAC, in its $1.035 billion initial public offering of units
Vantage Energy Acquisition Corp., a SPAC, in its $552 million initial public offering of units
Switchback Energy Acquisition Corporation, a SPAC, in its $300 million initial public offering of Class A common stock
Tortoise Acquisition Corp., a SPAC, in its $233 million initial public offering of units
TradeZero Holding Corp. in its $556 million business combination with Dune Acquisition Corporation, a SPAC
Decarbonization Plus Acquisition Corporation II, a SPAC sponsored by an affiliate of Riverstone Holdings, in its $1.2 billion business combination with Tritium, a Brisbane-based developer and manufacturer of direct current fast chargers for electric vehicles
Viking Global Investors as a lead investor in the $15 billion business combination of Ginkgo Bioworks and Soaring Eagle Acquisition Corp., a SPAC
Switchback II Corporation, a SPAC sponsored by an affiliate of NGP Energy Capital Management, in its $2.3 billion business combination with Bird Rides, a leader in shared short range environmentally friendly electric transportation
Live Oak Acquisition Corp. II, a SPAC, in its $1.4 billion business combination with Navitas Semiconductor, the industry leader in Gallium nitride power ICs
Tortoise Acquisition Corp. II in its $1.4 billion business combination with Volta Industries, an industry leader in commerce-centric electric vehicle charging networks
Decarbonization Plus Acquisition Corporation, a SPAC sponsored by an affiliate of Riverstone Holdings, in its $2.1 billion business combination with Hyzon Motors, a global supplier of zero-emissions hydrogen fuel cell powered commercial vehicles
TPG Pace Tech Opportunities, a SPAC, in its $1.7 billion business combination with Nerdy Inc., a direct-to-consumer platform for live online learning
EVgo Services, a portfolio company of LS Power and an electric vehicle public fast charging network, in its $2.6 billion business combination with Climate Change Crisis Real Impact I Acquisition Corporation, a SPAC
Spartan Acquisition Corp. II, a SPAC sponsored by funds managed by an affiliate of Apollo Global Management, in its $1.3 billion business combination with Sunlight Financial, a premier U.S. residential solar financing platform
TPG Pace Beneficial Finance in its $1.4 billion business combination with EVBox, a leading global provider of smart charging solutions for electric vehicles (terminated)
The Lion Electric Company, a leading designer, manufacturer and distributor of all-electric medium and heavy-duty urban vehicles, in its $1.9 billion combination with Northern Genesis Acquisition Corp., a SPAC
Switchback Energy Acquisition Corporation, a SPAC sponsored by an affiliate of NGP Energy Capital Management, in its $2.4 billion business combination with ChargePoint, a leading electric vehicle charging network
Spartan Energy Acquisition Corp. in its $1.75 billion business combination with Fisker Inc., a developer of eco-friendly electric vehicles
Tortoise Acquisition Corp. in the $1 billion business combination with Hyliion Inc., a developer and manufacturer of electrified powertrain solutions for Class 8 commercial vehicles that significantly reduce emissions
HighPeak Energy Partners, LP, an oil and gas exploration and production company, and its affiliates in a $900 million business combination with Pure Acquisition Corp.
Nexeo Solutions, a chemicals and plastics distributor and TPG Capital portfolio company, in its $1.575 billion merger with WL Ross Holdings Corp.
Daseke in its $626 million merger with Hennessy Capital Acquisition Corp. II, a SPAC, in an all-stock transaction
Crestview Partners as lead investors in the $588 million merger of Matlin & Partners Acquisition Corporation, a SPAC, and U.S. Well Services, combining into a publicly listed hydraulic fracturing company
Centennial Resource Production in the approximately $1.39 billion sale of the company, a Natural Gas Partners portfolio company, to Silver Run Acquisition Corporation
KLR Energy Acquisition Corp. in the $445 million combination with Tema Oil and Gas Company to form Rosehill Resources in a SPAC business combination
TPG Pace Energy Holdings, a Special Purpose Acquisition Company and affiliate of TPG, in the $2.66 billion acquisition of oil and gas assets from EnerVest, while EV Energy Partners, an EnerVest subsidiary, was in chapter 11
SCF Partners in the $1.1 billion combination of National Energy Services Reunited Corp., a SPAC, with National Petroleum Services and Gulf Energy SAOC