Kin Insurance’s $1.03 Billion Business Combination with Omnichannel Acquisition Corp.

Kin Insurance's $1.03 Billion Business Combination with Omnichannel Acquisition Corp.

Latham & Watkins represented Kin Insurance, Inc., while Winston & Strawn represented Omnichannel in the transaction. Mayer Brown LLP acted as legal counsel to the placement agents.

Kin Insurance, Inc. (Kin), the insurance technology company that makes home insurance easy and affordable, and Omnichannel Acquisition Corp. (NYSE: OCA), a publicly-traded special purpose acquisition company, have entered into a definitive business combination agreement. Upon closing of the transaction, the combined company will be named Kin Insurance, Inc. and is expected to remain listed on the NYSE under the new ticker symbol “KI”.

The transaction is expected to provide Kin with approximately $242 million of cash at closing, which is in addition to the $80 million raised in the recent Series C financing. The funding will be used to support Kin’s continued growth in existing markets, expansion into new markets, new marketing channels and product portfolio expansions including new insurance and home-related products. Kin’s existing stockholders will be rolling 100% of their equity into the combined company and are expected to own approximately 74% of the combined company immediately following the closing of the business combination, assuming no redemptions by Omnichannel’s public stockholders. PIPE investors are expected to own approximately 6% of the combined company, and Omnichannel stockholders are expected to own approximately 16%.

J.P. Morgan Securities LLC acted as exclusive financial advisor to Kin. Citigroup Global Markets Inc. acted as capital markets advisor to Omnichannel. J.P. Morgan Securities LLC and Citigroup Global Markets Inc. acted as joint placement agents to Omnichannel on the PIPE transaction.

Latham & Watkins LLP represented Kin Insurance, Inc. in the transaction with a corporate deal team led by Houston partner John Greer (Picture), with Houston associates Ryan Lynch, Bryan Ryan, Sarah Dunn, Dylan Carroll, and Brent Wagner. Advice was also provided on tax matters by Houston partner Bryant Lee, with Houston associates Jared Grimley and Chelsea Muñoz-Patchen; on antitrust matters by Washington, D.C. partner Jason Cruise and Washington, D.C. counsels Peter Todaro and Joseph Simei; on benefits and compensation matters by Washington, D.C. partner Adam Kestenbaum, with Washington, D.C. associate Kirk Porter; and on environmental matters by Houston partner Joel Mack and Los Angeles counsel Josh Marnitz.

Winston & Strawn represented Omnichannel Acquisition Corp. with partners Kyle S. Gann, David A. Sakowitz, Becky L. Troutman, Bradley C. Vaiana, Alessandra V. Swanson, and associates Benjamin Liss, Dylan J. Hans, Eric Brandon Kaufman, Jacob Tabman, Neil O’Dougherty, and Amy Inagaki.

Involved fees earner: Dylan Carroll – Latham & Watkins; Jason Cruise – Latham & Watkins; Sarah Dunn – Latham & Watkins; John Greer – Latham & Watkins; Jared Grimley – Latham & Watkins; Adam Kestenbaum – Latham & Watkins; Bryant Lee – Latham & Watkins; Ryan Lynch – Latham & Watkins; Joel Mack – Latham & Watkins; Joshua Marnitz – Latham & Watkins; Chelsea Marie Muñoz-Patchen – Latham & Watkins; Kirk Porter – Latham & Watkins; Bryan Ryan – Latham & Watkins; Joseph Simei – Latham & Watkins; Peter Todaro – Latham & Watkins; Brent Wagner – Latham & Watkins; Kyle Gann – Winston & Strawn; Dylan Hans – Winston & Strawn; Amy Inagaki – Winston & Strawn; Eric Kaufman – Winston & Strawn; Benjamin Liss – Winston & Strawn; Neil O’Dougherty – Winston & Strawn; David Sakowitz – Winston & Strawn; Alessandra Swanson – Winston & Strawn; Jacob Tabman – Winston & Strawn; Becky Troutman – Winston & Strawn; Bradley Vaiana – Winston & Strawn;

Law Firms: Latham & Watkins; Winston & Strawn;

Clients: Kin Insurance; Omnichannel Acquisition Corp.;

Martina Bellini

Author: Martina Bellini