Baker McKenzie advised SUNCORPORATION, a leading IT equipment manufacturer focused on mobile data solutions, new IT and entertainment-related businesses, on the listing of its Israeli subsidiary, Cellebrite DI Ltd. ("Cellebrite"), on the NASDAQ stock exchange via a De-SPAC.
Deals involving SPACs have drawn much attention in recent years. In this transaction, Cellebrite established Cupcake Merger Sub, Inc ("Merger Sub"), a wholly owned subsidiary in the US, and merged it with TWC Tech Holdings II Corp. ("TWC"), a Nasdaq-listed special-purpose acquisition company ("SPAC"). After the closing, TWC will become a wholly owned subsidiary of Cellebrite, and Cellebrite will become a publicly traded company on the NASDAQ. The transaction is expected to provide benefits to shareholders, including the ability to raise capital in the booming US IPO market and a quicker route to going public than the standard IPO process.
This deal follows on the advisory role Baker McKenzie played in the 2019 formation of Cellebrite's strategic partnership with a venture capital firm.
The Baker McKenzie lead partner on the transaction was Yutaka Kimura of the Corporate/M&A Group. Yutaka was assisted by Senior Associates Masahiro Inaba and Daniel Burkhart, Associate Kazuaki Tsukahara, Partner Ryutaro Oka and Senior Associate Akihiro Kawasaki of the Tax and Transfer Pricing Group.
Yutaka commented, "I would like to congratulate SUNCORPORATION, a global player in the mobile data solutions business, on the listing of their subsidiary on the NASDAQ in the US. As global companies strive to establish sustainable businesses, it is becoming increasingly important for them to raise capital quickly and effectively. Using high-profile methods like SPACs can be crucial. Leveraging the strength of our unparalleled global network, we will continue do our best to help Japanese companies make great strides overseas."
Please refer to Sun Corporation's website for further information on this transaction: https://www.sun-denshi.co.jp/news/