Kirkland, Paul Hastings Pilot SPAC Merger for HyperloopTT

Paul Hastings is advising Hyperloop Transportation Technologies, a technology licensing company, on its go-public merger with a special purpose acquisition company.

Kirkland & Ellis is counseling the New York Stock Exchange-listed SPAC, Forest Road Acquisition Corp. II, which raised $350 million in a March 2021 initial public offering. Forest Road’s team includes former Disney senior executives Tom Staggs and Kevin Mayer, as co-chief executive officers and former NBA star Shaquille O’Neal as a strategic adviser, according to a statement.

HyperloopTT doesn’t have revenue yet, but it holds dozens of global patents and trademarks for Hyperloop, a system for moving people and goods in levitating capsules through vacuum tubes on the ground at airplane speeds.

The company hopes to earn licensing fees from customers including governments, infrastructure providers, and transportation operators.

If the merger happens, HyperloopTT expects to reap up to $330 million of net proceeds to fund its growth and accelerate technology and testing. Bloomberg News reported the merged company would have an enterprise value of about $400 million, though that could go up to $565 million if HyperloopTT options and warrants are exercised.

After the transaction’s expected close in 2023’s first half, the combined company, led by CEO Andres De Leon, would be listed on the NYSE under the ticker symbol “HYPE,” the statement said.

Paul Hastings said its team representing HyperloopTT was led by partners David Hernand and Jonathan Ko and included partners Stephen Harris, Lucas Rachuba, and Michael Wise, among others.