Latham, Skadden Help Launch Virgin Galactic Toward Spaceflight Milestone
Richard Branson's space tourism venture is going public.
July 09, 2019 at 02:54 PM
4 minute read
The original version of this story was published on The American Lawyer
Latham & Watkins and Skadden, Arps, Slate, Meagher & Flom are advising two companies working together to create the first publicly traded human spaceflight company.
Virgin Galactic, the spaceflight arm of Richard Branson's Virgin Group, announced on Tuesday that it will merge with Social Capital Hedosophia, a public investment vehicle, to create the first publicly traded and owned spaceflight company. Latham is representing Virgin Group, and Skadden is representing SCH in the transaction, which is set to be completed in the second half of the year.
Latham's past work for Virgin Group properties includes advising Virgin America Inc. on the company's 2014 IPO and subsequent acquisition by Alaska Air Group two years later.
Two companies, Social Capital and Hedosophia, combined to create SCH, a special purpose acquisition company, for the Virgin Galactic deal. When the deal is finalised, SCH's shareholders will own up to 49% of the combined company, according to Virgin Galactic.
The merged company will have an initial enterprise value of $1.5 billion. When the transaction is completed, SCH will invest an additional $100 million at $10 per share, according to Virgin Galactic.
In a statement, Branson said the deal will make the prospect of space flight more accessible for both investors and the general public.
"We are at the dawn of a new space age, with huge potential to improve and sustain life on Earth," he said. "I am delighted that SCH has decided to become such an important part of our amazing journey."
Virgin Group is a venture capital conglomerate founded by Branson in the 1970s. The group is perhaps best known in the U.S. for its airline company, mobile service provider and once-ubiquitous Virgin Records label, and the company has nearly 60 subsidiaries worldwide.
Virgin Galactic was founded in 2004. The company, which is in the process of moving from its headquarters in Mojave, California, to a new base in Truth or Consequences, New Mexico, has spent the last decade and a half developing commercial aircraft and making plans to provide space flight to the general public.
In December 2018, the project achieved its first suborbital, crewed flight when two pilots flew up 51.4 miles. The feat satisfied the U.S. standards of spaceflight, which require flying to heights above 50 miles, but fell short of the international standard of 62.14 miles.
The Virgin Galactic transaction marks another business milestone for the commercial space race, which has generated legal and lobbying work for a number of firms over the years. Branson's aerospace company is in competition with projects associated with two other wealthy business people: Jeff Bezos's Blue Origin and Elon Musk's Space Exploration Technologies Corp., commonly known as SpaceX.
The Latham team on Monday's deal was led by corporate partners Justin Hamill in New York; Josh Dubofsky in Silicon Valley and New York; and Charles Ruck in Orange County, California, and New York. Silicon Valley partner Anthony Klein advised on technology transactions matters; Orange County partner Shayne Kennedy advised on capital markets matters; Los Angeles partner Michelle Carpenter advised on benefits and compensation matters; Century City, California, partner Pardis Zomorodi and New York partner Lisa Watts advised on tax matters; Orange County partner Chris Norton advised on environmental matters; and Washington, D.C., partner Les Carnegie advised on regulatory matters.
Skadden fielded a team that included New York-based M&A partners Howard Ellin and Christopher Barlow; intellectual property and technology partners Stuart Levi and Bruce Goldner; and tax partner Victor Hollender. It also included capital markets partners Gregg Noel in Palo Alto, California, and Los Angeles, and Jonathan Ko in Los Angeles; and national security partner Ivan Schlager in Washington, D.C.
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