Blank Rome Assists SPAC Novus with Billion Dollar Agtech Buy

Blank Rome said it’s representing Novus Capital Corp, a special purpose acquisition company, on its merger agreement with AppHarvest, Inc., an Appalachia-based farm operator that aspires to transform American agriculture with large-scale, controlled indoor farms.

The agreement is slated to make AppHarvest a Nasdaq-traded public company. SPACs have recently become an increasingly popular way of bringing companies public outside of the traditional initial public offering process.

Cooley is representing AppHarvest on the transaction, valued at an estimated $1.0 billion.

AppHarvest operates a Dutch-style 60-acre controlled environment agriculture facility in Morehead, Ky., which according to a statement announcing the deal, is one of the world’s biggest high-tech greenhouses.

The company says its farms aim to improve access to non-GMO fruits and vegetables, reduce water usage by 90%, and eliminate agricultural runoff, among other goals. The company plans to use the $475 million in gross proceeds it expects from the transaction to fund more projects in the area. It expects tomatoes to be its first produce, in early 2021.

AppHarvest board members include, among others, Martha Stewart of Martha Stewart Living; Dave Chen, CEO of Equilibrium Capital; and David Lee, chief financial officer of Impossible Foods Inc., maker of plant-based meat substitutes.

Fidelity Management & Research Company and Inclusive Capital are also participating in financing, according to a statement.

Novus Capital chairman Bob Laikin said in a statement,“With significant tailwinds from heightened investor focus on ESG (environmental, social, and corporate governance) initiatives and the secular shift to plant-based foods, we believe AppHarvest is well-positioned to execute on its strategy for rapid growth and value creation.”