Special Purpose Acquisition Companies

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 June 15, 2020, over 215 SPAC IPOs have closed, raising approximately $48 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.

Initial Public Offerings

Queen’s Gambit Growth Capital, a special purpose acquisition company, in its initial public offering of units (In Registration)
Switchback II Corporation, a special purpose acquisition company, in its initial public offering of units (In Registration)
Spartan Acquisition Corp. II, a special purpose acquisition company, in its $345 million initial public offering of units
Rice Acquisition Corp., a special purpose acquisition company, in its $215 million initial public offering of units
Decarbonization Plus Acquisition Corporation, a special purpose acquisition company, in its $200 million initial public offering of units
Tortoise Acquisition Corp. II, a special purpose acquisition company, in its $345 million initial public offering of units
Spartan Energy Acquisition Corp., a special purpose acquisition company, in its $552 million initial public offering of common units
Tortoise Acquisition Corp., a special purpose acquisition company, in its $233 million initial public offering of units
Sentinel Energy Services Inc., a special purpose acquisition company, in its $345 million initial public offering of common stock
Underwriters to Silver Run Acquisition Corporation II, a special purpose acquisition company, in its $1.035 billion initial public offering of units
Vantage Energy Acquisition Corp., a special purpose acquisition company, in its $552 million initial public offering of units
Switchback Energy Acquisition Corporation, a special purpose acquisition company, in its $300 million initial public offering of Class A common stock

Mergers and Acquisitions

Switchback Energy Acquisition Corporation, a special purpose acquisition company sponsored by an affiliate of NGP Capital Management, in its $2.4 billion business combination with ChargePoint, a leading electric vehicle charging network (pending)
Spartan Energy Acquisition Corp., a special purpose acquisition company sponsored by an affiliate of Apollo Global Management, in its business combination with Fisker Inc., a developer of eco-friendly electric vehicles
Tortoise Acquisition Corp., a special purpose acquisition company with a strategic focus on the energy sector and decarbonizing commercial transportation in North America, in the merger with Hyliion Inc., a developer and manufacturer of electrified powertrain solutions for Class 8 commercial vehicles that significantly reduce emissions
HighPeak Energy Partners, LP and its affiliates (the “HighPeak Funds”) in a $900 million SPAC 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. in a SPAC business combination
Daseke in its $626 million merger with Hennessy Capital Acquisition Corp. II, a special purpose acquisition company, in an all-stock transaction
Crestview Partners as lead investors in the $588 million merger of Matlin & Partners Acquisition Corporation 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 in its $2.66 billion acquisition of assets from EnerVest in a SPAC business combination
SCF Partners in the $1.1 billion combination of National Energy Services Reunited Corp., a special purpose acquisition company, with National Petroleum Services and Gulf Energy SAOC