Acasta Enterprises completes SPAC IPO

Acasta Enterprises Inc. (the Corporation) completed the Corporation’s $350 million initial public offering of Class A Restricted Voting Units on July 30, 2015. On August 5, 2015, the underwriters exercised their over-allotment option in full for additional gross proceeds of $52.5 million.

The founders of the Corporation purchased Class B units for additional proceeds of $15.2 million, bringing the aggregate gross proceeds of the IPO to $417.7 million.

The Corporation is a special purpose acquisition corporation (SPAC) formed for the purpose of effecting a qualifying acquisition. It’s stated intention is to focus its search on target businesses that operate primarily in North America and have an enterprise value of between $1 billion and $2 billion.

The Corporation’s founders are comprised of Acasta Capital Inc., a merchant bank and advisory firm based in Toronto, and the following individuals: Anthony Melman (Director), Partner, President and Chief Executive Officer of Acasta, Chief Executive Officer of the Corporation and director and Chair of the Finance Committee of Canadian Pacific Railway Limited; Belinda Stronach (Director), Partner and Chairman of Acasta and Chair and President of The Stronach Group; Geoff Beattie (Director), Chief Executive Officer of Generation Capital and Chairman of Relay Ventures; Johan Eliasch (Director), Chairman and CEO of Head N.V.; Calin Rovinescu (Director & Chair), President and Chief Executive Officer of Air Canada, and Chairman of the Star Alliance Chief Executive Board; Hunter Harrison (Advisor), Chief Executive Officer of Canadian Pacific Railway Limited and Canadian Pacific Railway Company; Michael Neal (Advisor), director of JPMorgan Chase, former Vice Chair of General Electric Company, as well as former Chair and Chief Executive Officer of GE Capital; Gordon Nixon (Advisor), former President and Chief Executive Officer of the Royal Bank of Canada; Rick Waugh (Advisor), Vice-Chair/Chair Elect to the Board of Governors, York University and former Deputy Chairman, President and Chief Executive Officer of The Bank of Nova Scotia; Richard Smith, Chief Financial Officer and Chief Operating Officer of the Corporation; Andrew Dale, Partner and Vice-President of Acasta; Mark Entwistle, Partner and Managing Director of Acasta; Michael Liebrock, Partner and Managing Director of Acasta; and Alexander Singh, Partner, Managing Director, General Counsel and Secretary of Acasta, and Secretary of the Corporation.

The offering was underwritten by a syndicate of underwriters led by BMO Capital Markets, TD Securities Inc. and Canaccord Genuity Corp., and included CIBC World Markets Inc., Scotia Capital Inc. and National Bank Financial Inc.

Goodmans LLP represented Acasta and the Corporation, with a team led by Stephen Pincus and including William (Bill) Gorman, Kirk Rauliuk, David Coll-Black and Ali Mirsky (corporate) and Jon Northup and Ken Saddington (tax).

Stikeman Elliott LLP represented the underwriters with a team led by Simon Romano and including Matthew Cameron, Junaid Subhan and Andrew Wong (corporate) and Jill Winton (tax). Fried, Frank, Harris, Shriver & Jacobson LLP was United States legal counsel to Acasta, the Corporation and the underwriters, with a team led by Stuart Gelfond and including Jessica Forbes (asset management), Joshua Coleman and Dave Rao (capital markets) and Robert Cassanos and Joseph Fox (tax).