Latham, Husch Blackwell steer self-driving truck tech firm’s SPAC tie-up

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Latham & Watkins offices in New York. REUTERS/Andrew Kelly

  • Latham & Watkins guides Embark Power
  • Husch Blackwell steers blank-check firm
  • Winston & Strawn advises placement agents

(Reuters) – Latham & Watkins and Husch Blackwell are steering self-driving truck technology maker Embark Trucks Inc’s plans to go public through a nearly $5.2 billion merger with a special purpose acquisition company.

San Francisco-based Embark and blank-check firm Northern Genesis Acquisition Corp II announced their business combination on Wednesday amid a wave of transportation-related companies that are using SPACs to go public.

Latham & Watkins is leading Embark on the deal with a team headed by mergers and acquisitions partners Justin Hamill, Marc Granger and David Ajalat.

Northern Genesis II has turned to a Husch Blackwell team led by James Goettsch for advice on the union. Goettsch has been heavily involved with the family of Northern Genesis SPACs.

He led the Husch Blackwell team that advised on Northern Genesis II’s $414 million initial public offering in January, according to regulatory filings. The firm advised the company alongside Graubard Miller and underwriters’ counsel Davis Polk & Wardwell.

Goettsch also steered the $150 million IPO for Northern Genesis Acquisition Corp III in March.

Husch Blackwell also guided Northern Genesis II’s predecessor, Northern Genesis Acquisition Corp, on its merger with electric vehicle maker Lion Electric Co, according to a press release from the companies.

SPACs raise funds through IPOs to merge with a privately held company and take it public. Embark’s union with Northern Genesis II is expected to close in the second half of 2021.

The deal values Embark’s equity at the $5.16 billion and gives the company an enterprise value of $4.55 billion, according to the press release.

Embark’s financial and capital markets advisor is Citigroup Inc. The blank check company’s financial and capital markets advisor is J.P. Morgan Securities LLC. J.P. Morgan Securities, Citi, and BMO Capital Markets are acting as the placement agents for a private investment in public equity tied to the deal.

A Winston & Strawn team led by partner Mike Blankenship and including partner Pejman Sharifi is advising the placement agents.

Founded in 2016, Embark creates software to help truck fleets become self-driving.

Former Secretary of Transportation and Secretary of Labor Elaine Chao is joining Embark’s board, the company said on Wednesday.

The deal comes a week after Ford Motor Co-backed battery maker Solid Power Inc revealed its own plans to go public through a $1.2 billion merger with a special purpose acquisition company. The company makes batteries for electric vehicles.

Wilson Sonsini Goodrich & Rosati, Vinson & Elkins, Mayer Brown and Cleary Gottlieb Steen & Hamilton are supporting that transaction.

Read more:Self-driving truck tech firm Embark to go public via $5.2 bln SPAC dealWilson Sonsini, V&E steer Ford-backed Solid Power’s SPAC union

Sierra Jackson

Sierra Jackson reports on legal matters in major mergers and acquisitions, including deal work, litigation and regulatory changes. Reach her at [email protected]

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