Conyers has advised FACT II Acquisition Corp. (“FACT II”), a special purpose acquisition company, on its US$175 million base initial public offering (“IPO”) on the Nasdaq Global Market (“Nasdaq”).

FACT II is a newly organised blank check company formed in the Cayman Islands whose business purpose is to effect a merger, share exchange, asset acquisition, share purchase, reorganisation or similar business combination with one or more businesses.

The IPO is comprised of an offering of 17,500,000 units at a price of US$10.00 per unit, together with an additional 2,625,000 units to cover over-allotments. Each unit consists of one Class A ordinary share and one-half of one redeemable public warrant, with each whole public warrant exercisable to purchase one Class A ordinary share at a price of US$11.50 per share (subject to adjustment). The units are listed on the Nasdaq and began trading under the ticker symbol “FACTU” on 26 November 2024. Once the securities comprising the units begin trading separately, FACT II expects that its Class A ordinary shares and warrants will be listed under the symbols “FACT” and “FACTW”, respectively.

Partner Matthew Stocker and Associates Caroline Dekker and Daniel Cannon of Conyers’ Cayman office advised on the Cayman Islands legal and regulatory aspects of the IPO working alongside Paul Hastings LLP as lead legal advisor to FACT II.

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