Conyers provided Cayman Islands legal advice to ServiceMax Inc. (ServiceMax), a leading cloud-based service execution management company, on its proposed business combination with publicly traded special purpose acquisition company Pathfinder Acquisition Corp, (NASDAQ: PFDR) (Pathfinder)
The business combination values the combined company at a pro-forma enterprise value of approximately $1.4 billion. The merger transaction is expected to deliver approximately US$335 million of gross proceeds to the combined company from the cash held in Pathfinder’s trust account, assuming no redemptions by Pathfinder shareholders.
In a deal also announced in July, ServiceMax will use a portion of the funds, US$145 million, to acquire rival LiquidFrameworks Inc., a fellow provider of software for managing equipment maintenance that focuses specifically on the energy sector.
The transaction, which has been unanimously approved by the Board of Directors of Pathfinder, as well as the Board of Directors of ServiceMax, is subject to customary closing conditions, including approval by the shareholders of Pathfinder, and is expected to close in the fourth quarter of 2021.
Partner Matthew Stocker and Counsel Alex Davies of Conyers’ Cayman office advised on the Cayman Islands legal and regulatory aspects of the transaction working alongside Ropes & Gray LLP as lead legal advisor to ServiceMax.