Harneys advises on US$1.1 billion Latin American SPAC transaction

Harneys has advised Latin American softgel maker Procaps Group on its business combination with Nasdaq listed Union Acquisition Corp. II for an enterprise value of US$1.1 billion. Procaps Group, a leading integrated international healthcare and pharmaceutical company, and Union Acquisition Corp. II, a Cayman incorporated special purpose acquisition company (SPAC), completed the business combination on 29 September 2021. From 30 September 2021, Procaps Group’s ordinary shares and warrants will trade on the Nasdaq Global Market under the ticker symbols "PROC" and "PROCW", respectively.

This transaction values Procaps Group at approximately US$1.1 billion with approximately US$160 million in gross cash proceeds. The proceeds are expected to fund organic growth through capacity expansion, plant improvements, working capital investments, e-Health platform improvements and R&D expenses, as well as inorganic growth via accretive acquisitions.

Harneys acted on instructions from US firm Greenberg Traurig, LLP, and Arendt & Medernach SA, Camilleri Preziosi Advocates A/C, and Philippi Prietocarrizosa Ferrero DU & Uría acted as Luxembourg, Malta, and Latin America legal counsel, respectively.

The Harneys team was led by Partner George Weston with support from Partners Christopher Hall and Greg Boyd, Associates Melissa Thomas and James Kitching, and Paralegal Natalee Christopher.

George commented: “We are delighted to have worked on this deal and to have further strengthened our track record in the SPAC space, working with a fantastic team from Greenburg Traurig. The deal highlights the public M&A and equity capital markets expertise we have across our teams in Cayman and the BVI.”

The Corporate team at Harneys excels at complex cross-border transactions involving BVI, Cayman Islands, Luxembourg and Cyprus vehicles. The firm’s significant track record includes complex mega-deals, high value private equity transactions, landmark IPOs and the full spectrum of public and private M&A and joint ventures.