Environmental Impact’s Business Combination with GreenLight Biosciences

Foley Hoag represented GreenLight., while Latham & Watkins represented Environmental Impact Acquisition Corp. in the transaction.

GreenLight Biosciences, Inc., a biotechnology company dedicated to making ribonucleic acid (RNA) products affordable and accessible for human health and agriculture, and Environmental Impact Acquisition Corp., a publicly traded special purpose acquisition company, have agreed to a business combination that will result in GreenLight becoming a publicly-listed company.

The business combination values the combined company at a pro forma equity value of approximately $1.5 billion. The transaction is expected to generate net funding of up to an estimated $282 million, assuming retention of all funds held in trust by ENVI and receipt of approximately $105 million of fully-committed PIPE financing, from investors including S2G Ventures, Cormorant Asset Management, Morningside Venture Investments, Hudson Bay Capital, BNP Paribas Ecosystem Restoration Fund, The Jeremy and Hannelore Grantham Environmental Trust, Continental Grain Company, Pura Vida Investments LLC, Xeraya Capital, and MLS Fund II/Spruce. The transaction is expected to be completed in the fourth quarter of 2021.

SVB Leerink LLC and Credit Suisse Securities (USA) LLC acted as financial and capital markets advisors to GreenLight and co-placement agents on the PIPE transaction. Canaccord Genuity acted as financial advisor to Environmental Impact Acquisition Corp.

GreenLight, based in Medford, MA, harnesses the power of biology to develop sustainable RNA-based solutions for some of humanity’s greatest challenges in human health through mRNA vaccines and therapeutics and in sustainable food production through RNA-based crop-protection products.

The Foley Hoag transaction team advising GreenLight was led by lawyers Dave Broadwin (Picture), Adrienne Ellman, John Hancock, Erica Harrington, Morris Zarif, Patricia Perez Elias, and Sarah Moore, who were supported by tax and benefits lawyers Nicola Lemay and Teresa Martland. 

Latham & Watkins LLP represented Environmental Impact Acquisition Corp. in the transaction with a corporate team led by Los Angeles partners Steven Stokdyk and Brian Duff with associates Joseph Porter, Kenneth Hagan, Grace Garcea, Dylan Towns, Celia Lown, and Molly Wolfe. Advice was also provided on securities matters by Los Angeles partner Brent Epstein, tax matters by Los Angeles partner David Taub and Bay Area partner Katharine Moir with associates Vanessa King and Alan Kimball; on antitrust matters by Washington, D.C. partner Jason Cruise and Washington, D.C. counsels Peter Todaro and Joseph Simei; on environmental matters by Los Angeles counsel Aron Potash with associate Jennifer Garlock; on data privacy matters by Bay Area counsel Robert Blamires with associate Kiara Vaughn; on intellectual property matters by Los Angeles partner Ghaith Mahmood with associate Nicole Nour; and on FDA regulatory matters by Washington, D.C. partner Ben Haas with associate Seth Olson.

Involved fees earner: David Broadwin – Foley Hoag LLP; Adrienne Ellman – Foley Hoag LLP; John Hancock – Foley Hoag LLP; Erica Harrington – Foley Hoag LLP; Nicola Lemay – Foley Hoag LLP; Teresa Martland – Foley Hoag LLP; Sarah Moore – Foley Hoag LLP; Patricia Pérez Elias – Foley Hoag LLP; Morris Zarif – Foley Hoag LLP; Robert Blamires – Latham & Watkins; Jason Cruise – Latham & Watkins; Brian Duff – Latham & Watkins; Brent Epstein – Latham & Watkins; Grace Garcea – Latham & Watkins; Jennifer Garlock – Latham & Watkins; Ben Haas – Latham & Watkins; Kenneth Hagan – Latham & Watkins; Alan Kimball – Latham & Watkins; Vanessa King – Latham & Watkins; Celia Lown – Latham & Watkins; Ghaith Mahmood – Latham & Watkins; Katharine Moir – Latham & Watkins; Nicole Nour – Latham & Watkins; Seth Olson – Latham & Watkins; Joseph Porter – Latham & Watkins; Aron Potash – Latham & Watkins; Joseph Simei – Latham & Watkins; Steven Stokdyk – Latham & Watkins; David Taub – Latham & Watkins; Peter Todaro – Latham & Watkins; Dylan Towns – Latham & Watkins; Kiara Vaughn – Latham & Watkins; Molly Wolfe – Latham & Watkins;

Law Firms: Foley Hoag LLP; Latham & Watkins;

Clients: Environmental Impact Acquisition Corp. ; GreenLight Biosciences;

Martina Bellini

Author: Martina Bellini