Churchill Capital Corp III, a special purpose acquisition company (SPAC), and MultiPlan Inc said they have reached a definitive agreement to merge in a deal worth about $11 billion that will take the U.S. healthcare services firm public.
The deal represents the largest-ever SPAC merger, said Multiplan parent Hellman & Friedman (H&F). A SPAC is a Special-purpose acquisition company. SPACs are shell or blank-check companies that have no operations but go public with the intention of merging with or acquiring a company with the proceeds of the SPAC’s initial public offering (IPO). Investors purchase units which are exchanged for equity at a later date.
The merged company will operate under the name MultiPlan, which will be listed on NYSE, the companies said in a joint statement on Sunday, adding that the deal will expand MultiPlan‘s data analytics platform.
MultiPlan will receive up to $3.7 billion of new equity or equity-linked capital that will reduce the firm’s debt.
The transaction includes $1.3 billion worth of fully committed common stock at $10 a share and $1.3 billion in convertible debt, convertible at $13 per share.
MultiPlan Chief Executive Mark Tabak will be CEO of the combined company, with David Redmond staying on as chief financial officer.
As a public company, MultiPlan will be better equipped to expand organically with adjacent mergers and investments in new technology, Tabak said.
Under the deal, Churchill, which went public in February, will provide up to $1.1 billion of cash raised during its initial public offering (IPO).
The deal comes a month after Reuters reported that billionaire investor William Ackman’s hedge fund Pershing Square Capital Management has filed confidentially with U.S. regulators for an IPO of a blank-check investment vehicle that could raise over $1 billion.
H&F, which acquired MultiPlan in 2016, will be the merged entity’s largest shareholder.
The parties expect the transaction to be completed by the end of October 2020.