Bridgetown 2’s Business Combination With PropertyGuru

Skadden advised Bridgetown 2 Holdings Limited on the merger with PropertyGuru, represented by Walkers. Other legal advisors include Latham & Watkins LLP, Allen & Gledhill LLP, and Rajah & Tann Singapore LLP.

Bridgetown 2 Holdings Limited (“Bridgetown 2”), a special purpose acquisition company (SPAC), executed its business combination with Singapore based PropertyGuru Group Limited (“PropertyGuru”), and proposed listing on the New York Stock Exchange (“NYSE”). The transaction values PropertyGuru at an enterprise value of approximately US$1.35 billion and an equity value of approximately US$1.78 billion.

The transaction includes a fully committed US$100 million private investment in public equity (PIPE) with participation from Baillie Gifford, REA Group and Naya. The REA Group has also committed to an additional US$32 million investment in connection with the business combination. The combined company is expected to be listed on the NYSE.

PropertyGuru is Southeast Asia’s #1 digital property marketplace with leading positions in Singapore, Vietnam, Malaysia and Thailand.  Bridgetown 2 (NASDAQ: BTNB) is a blank check company formed by Pacific Century Group and Thiel Capital LLC.

The proposed transactions are expected to close in the fourth quarter of 2021 or first quarter of 2022, subject to regulatory and stockholder approvals, and other customary closing conditions

The global Skadden team was led by partners Jonathan Stone (Picture), Gregg Noel and Rajeev Duggal, with a Singapore and Hong Kong-based team including Andrew Cohn, Zachary Levine, Arthur Chan, Sonia Char, and Jasmine Yang, corporate; Hong Kong, Beijing and Shanghai associates Siyu Zhang, Simon Song and Weiran (Rachel) Yang, regulatory; New York partner, Victor Hollender, with associate Joshua Lin, tax; Palo Alto partner, Joseph Yaffe with associate Cassie Routh, executive compensation and benefits; and New York partner, Bruce Goldner with associate Kelly Nabaglo, intellectual property and technology.

The Walkers team was led by Singapore-based partner James Twigg, with support from senior associate Michael Kenny.

The Rajah & Tann team was led by Partners Evelyn Wee and Hoon Chi Tern, supported by Partners Desmond Wee, Benjamin Cheong, Elsa Chai, Lina Chua and Vikna Rajah.

Latham & Watkins LLP represented PropertyGuru in the transaction with a corporate team led by Singapore partner Sharon Lau and Tokyo partner Noah Carr, with Singapore associates Stacey Wong, Elisabeth Ong, and Rachel Wong. Advice was also provided on tax matters by New York partner Jiyeon Lee-Lim with associate Aaron Bernstein, and on benefits and compensation matters by Washington D.C. partner David Della Rocca with associate Kirk Porter.

Involved fees earner: Aaron Bernstein – Latham & Watkins; Noah Carr – Latham & Watkins; David Della Rocca – Latham & Watkins; Sharon Lau – Latham & Watkins; Jiyeon Lee-Lim – Latham & Watkins; Elisabeth Ong – Latham & Watkins; Kirk Porter – Latham & Watkins; Stacey Wong – Latham & Watkins; Rachel Wong – Latham & Watkins; Elsa Chai – Rajah & Tann LLP; Benjamin Cheong – Rajah & Tann LLP; Lina Chua – Rajah & Tann LLP; Vikna Rajah – Rajah & Tann LLP; Hoon Chi Tern – Rajah & Tann LLP; Evelyn Wee – Rajah & Tann LLP; Desmond Wee – Rajah & Tann LLP; Arthur Chan – Skadden Arps Slate Meager & Flom; Sonia Char – Skadden Arps Slate Meager & Flom; Rajeev Duggal – Skadden Arps Slate Meager & Flom; Bruce Goldner – Skadden Arps Slate Meager & Flom; Victor Hollender – Skadden Arps Slate Meager & Flom; Zachary Levine – Skadden Arps Slate Meager & Flom; Joshua Lin – Skadden Arps Slate Meager & Flom; Gregg Noel – Skadden Arps Slate Meager & Flom; Cassie Routh – Skadden Arps Slate Meager & Flom; Simon Song – Skadden Arps Slate Meager & Flom; Jonathan Stone – Skadden Arps Slate Meager & Flom; Joseph Yaffe – Skadden Arps Slate Meager & Flom; Siyu Zhang – Skadden Arps Slate Meager & Flom; Michael Kenny – Walkers Global; James Twigg – Walkers Global;

Law Firms: Latham & Watkins; Rajah & Tann LLP; Skadden Arps Slate Meager & Flom; Walkers Global;

Clients: Bridgetown 2 Holdings; PropertyGuru Pte. Ltd.;

Author: Sonia Carcano