Latham & Watkins LLP represented Vivid Seats, while Kirkland & Ellis advised Horizon Acquisition Corporation on the deal.
Vivid Seats Inc. (Vivid Seats) has entered into a definitive transaction agreement with Horizon Acquisition Corporation (NYSE: HZAC), a publicly-traded special purpose acquisition company, Horizon Sponsor, LLC, and certain other parties thereto, that will result in Vivid Seats Inc. becoming a public company.
The transaction will provide approximately $769 million of gross proceeds to Vivid Seats, including a $225 million fully committed common stock PIPE at $10.00 per share provided by institutional investors, including Fidelity Management & Research Company LLC, and Eldridge Industries, LLC (“Eldridge”)
Vivid Seats is one of North America’s most trusted independent marketplaces for tickets to live sports, concerts and theater events, and the industry’s leading provider of technology platforms and service solutions. Founded in 2001, the Chicago-based tech company offers exceptional affordability across one of the widest selections of premium tickets and event packages, as well as a loyalty program, Vivid Seats Rewards, that helps the everyday fan and superfans alike earn credit back.
Horizon Acquisition Corporation (NYSE: HZAC) is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. Horizon is sponsored by the Sponsor, an affiliate of Eldridge. Horizon is led by Todd L. Boehly, the Co-founder, Chairman and Chief Executive Officer of Eldridge.
Evercore acted as exclusive financial and capital advisor to Vivid Seats. Credit Suisse acted as lead financial and capital markets advisor to Horizon. Deutsche Bank Securities and RBC Capital Markets also acted as financial and capital markets advisors to Horizon.
Latham & Watkins LLP represented Vivid Seats in the transaction with a corporate deal team led by Chicago partner Bradley Faris (Picture) and New York partner Justin Hamill, with associates Owen Alexander, Megan Staub, and Hane Kim. Advice was also provided on capital markets matters by Washington, D.C. partners Patrick Shannon and Shagufa Hossain, Chicago partner Cathy Birkeland, and Chicago counsel Andra Troy, with associates Samuel Rettew, Sara Mykrantz, and Gary DePalo; on tax matters by Los Angeles partner Larry Stein and Los Angeles counsel William Kessler; on benefits and compensation matters by New York partner Bradd Williamson, with associates Max Raskin and Anne Bracaglia; on finance matters by Washington, D.C. partners Jennifer Van Driesen and Benjamin Berman, with associates Jennifer Kent and Anya Tirelli; on intellectual property matters by New York partner Jeffrey Tochner, with associate Pelin Serpin; on antitrust matters by Bay Area partner Hanno Kaiser and Washington, D.C. counsel Patrick English; on compliance matters by Chicago partner Robert Collins; and on data privacy and security matters by Washington, D.C. partner Jennifer Archie, with associate James Smith.
The Kirkland team advising Horizon was led by corporate partners Damon Fisher and Bianca Levin-Soler, capital markets partners Christian Nagler and Aslam Rawoof, and tax partners Anne Kim and William Dong.
Involved fees earner: William Dong – Kirkland & Ellis; Damon Fisher – Kirkland & Ellis; Anne Kim – Kirkland & Ellis; Bianca Levin-Soler – Kirkland & Ellis; Christian Nagler – Kirkland & Ellis; Aslam Rawoof – Kirkland & Ellis; Owen Alexander – Latham & Watkins; Jennifer Archie – Latham & Watkins; Benjamin Berman – Latham & Watkins; Cathy Birkeland – Latham & Watkins; Anne Bracaglia – Latham & Watkins; Robert Collins III – Latham & Watkins; Gary DePalo – Latham & Watkins; Patrick English – Latham & Watkins; Bradley Faris – Latham & Watkins; Justin Hamill – Latham & Watkins; Shagufa Hossain – Latham & Watkins; Hanno Kaiser – Latham & Watkins; Jennifer Kent – Latham & Watkins; William Kessler – Latham & Watkins; Hane Kim – Latham & Watkins; Sara Mykrantz – Latham & Watkins; Max Raskin – Latham & Watkins; Samuel Rettew – Latham & Watkins; Pelin Serpin – Latham & Watkins; Patrick Shannon – Latham & Watkins; James Smith – Latham & Watkins; Megan Staub – Latham & Watkins; Laurence Stein – Latham & Watkins; Anya Nicole Tirelli – Latham & Watkins; Jeffrey Tochner – Latham & Watkins; Andra Troy – Latham & Watkins; Jennifer Van Driesen – Latham & Watkins; Bradd Williamson – Latham & Watkins;