Owlet Baby Care’s $1.39 Billion Merger with Sandbridge Acquisition Corporation

Latham & Watkins LLP advised Owlet Baby Care, while Ropes & Gray LLP advised Sandbridge on the deal.

Owlet Baby Care Inc. and Sandbridge Acquisition Corporation (NYSE: SBG.U), a special purpose acquisition company co-sponsored by affiliates of Sandbridge Capital and PIMCO private funds, have entered into a definitive merger agreement.

The business combination and concurrent private placement, which were approved by Sandbridge’s stockholders, value Owlet at approximately $1.074 billion and provide over $135 million to accelerate Owlet’s expansive product pipeline, product penetration and global expansion.

Following the transaction, the company was renamed Owlet, Inc., and its Class A common stock and warrants began trading on the New York Stock Exchange under the symbols “OWLT” and “OWLT WS,” respectively, on July 16, 2021.

BofA Securities served as exclusive financial advisor to Owlet. Citigroup served as exclusive capital markets advisor to Sandbridge and Citigroup and BofA Securities served as private placement agents to Sandbridge.

Owlet Baby Care was founded by a team of parents in 2012. Owlet’s mission is to empower parents with the right information at the right time, to give them more peace of mind and help them find more joy in the journey of parenting. Owlet’s digital parenting platform aims to give parents real-time data and insights to help parents feel more calm and confident.

Latham & Watkins LLP represented Owlet Baby Care Inc. in the SPAC transaction. The mergers and acquisitions deal team was led by Houston partner Ryan Maierson (Picture) and Bay Area partner Benjamin Potter, with associates Nima Movahedi, Madison Mapes, Daniel Weissman, Aubrey Steiger, and Adam Weber. The capital markets deal team was led by Orange County partner Drew Capurro, with associates Eric Hanzich, Gregory Van Buiten, and Tiana Baghdikian. Advice was also provide on benefits and compensation matters by Bay Area partner Jay Metz, with associate Erik Ward; on tax matters by Bay Area partner Katharine Moir, with associate Derek Berry; on intellectual property matters by Bay Area partner Anthony Klein, with associate Gil Halpern; on FDA regulatory matters by Washington, D.C. partner Elizabeth Richards, with associate Eitan Bernstein; on healthcare regulatory matters by Bay Area counsel Betty Pang; on data privacy matters by Bay Area counsel Heather Deixler; on debt finance matters by Bay Area partners Haim Zaltzman and Dan Van Fleet; and on antitrust matters by Bay Area partner Joshua Holian and Washington, D.C. counsel Peter Todaro.

The Ropes & Gray team advising Sandbridge was led by mergers & acquisitions and capital markets partners Emily Oldshue and Christopher Comeau (both of Boston) with associates Brittany Pifer (San Francisco), Kasey McNamara and Sarah Smith (both of Boston) and included employment & benefits partner Renata Ferrari (Boston), life sciences regulatory & compliance partner Kellie Combs (Washington, D.C.), litigation & enforcement partners Peter Welsh (Boston) and Rocky Tsai (San Francisco), tax partner Elaine Murphy and counsel Michael Mendelevich (both of Boston), data, privacy & cybersecurity partner Rohan Massey (London), IP transactions counsel Erica Han (Boston), data, privacy & cybersecurity counsel Clare Sellars (London), litigation & enforcement counsel Brendan Hanifin (Chicago) and Deidre Johnson (Boston) and private equity counsel James Kaplan (Boston).

Involved fees earner: Eitan Bernstein – Latham & Watkins; Derek Berry – Latham & Watkins; Drew Capurro – Latham & Watkins; Heather Deixler – Latham & Watkins; Gil Halpern – Latham & Watkins; Eric Hanzich – Latham & Watkins; Joshua Holian – Latham & Watkins; Anthony Klein – Latham & Watkins; Ryan Maierson – Latham & Watkins; Madison Mapes – Latham & Watkins; James Metz – Latham & Watkins; Katharine Moir – Latham & Watkins; Nima Movahedi – Latham & Watkins; Betty Pang – Latham & Watkins; Benjamin Potter – Latham & Watkins; Elizabeth Richards – Latham & Watkins; Aubrey Steiger – Latham & Watkins; Peter Todaro – Latham & Watkins; Gregory Van Buiten – Latham & Watkins; Dan Van Fleet – Latham & Watkins; Erik Ward – Latham & Watkins; Adam Weber – Latham & Watkins; Daniel Weissman – Latham & Watkins; Haim Zaltzman – Latham & Watkins; Kellie Combs – Ropes & Gray; Christopher Comeau – Ropes & Gray; Renata Ferrari – Ropes & Gray; Erica Han – Ropes & Gray; Brendan Hanifin – Ropes & Gray; Deidre Johnson – Ropes & Gray; James Kaplan – Ropes & Gray; Rohan Massey – Ropes & Gray; Kasey McNamara – Ropes & Gray; Michael Mendelevich – Ropes & Gray; Elaine Murphy – Ropes & Gray; Emily Oldshue – Ropes & Gray; Brittany Pifer – Ropes & Gray; Clare Sellars – Ropes & Gray; Sarah Smith – Ropes & Gray; Rocky Tsai – Ropes & Gray; Peter Welsh – Ropes & Gray;

Law Firms: Latham & Watkins; Ropes & Gray;

Clients: Owlet Baby Care; Sandbridge Acquisition Corporation;

Author: Martina Bellini