MoFo advised on the proposed de-SPAC transaction of HK Acquisition Corporation with Synagistics

Morrison Foerster has advised joint sponsors Haitong International Securities Company Limited and CMB International Capital Limited in connection with the proposed de-SPAC transaction of HK Acquisition Corporation (7841.HK), a publicly traded special purpose acquisition company, with the target company, Synagistics Pte. Ltd.. The transaction was signed and announced on June 28, 2024. This also marks the third de-SPAC transaction in Hong Kong since the introduction of the SPAC listing regime in Hong Kong on January 1, 2022.

The de-SPAC transaction will result in the business combination of HK Acquisition Corporation and Synagistics, pursuant to which Synagistics will become a subsidiary of HK Acquisition Corporation. Following the transaction, HK Acquisition Corporation will be listed as the Successor Company on the Hong Kong Stock Exchange.

Synagistics, a leading data-driven digital commerce solutions platform in Southeast Asia, provides integrated digital commerce solutions to its brand partners. According to industry research, it ranked second among all digital commerce solutions platforms in Southeast Asia in terms of revenue in 2023. Synagistics and its brand partners’ businesses cover various sectors, including fashion and apparel, premium beauty and wellness, and the premium lifestyle and living sector. Its geographical presence in Southeast Asia covers Singapore, Malaysia, the Philippines, Vietnam, Thailand, and Indonesia.

The MoFo team was led by Hong Kong partner Vivian Yiu. Key members included Hong Kong associates Diana Tan, Francis Wong, Ellie Xu, and Yilong Luo, and Hong Kong trainee solicitors Cyrus Ye, Marcus Yu, Betsy Huang, Kristen Lai, and Winnie Lam. 

Previously, MoFo also advised Haitong International Capital Limited, the sole sponsor, in relation to the listing of the SPAC on the Hong Kong Stock Exchange.

MoFo’s global SPACs team has worked on over 45 SPAC IPO and de-SPAC transactions, with an aggregate value of approximately $70 billion for de-SPAC transactions. From the United States to Asia, we have experience from all vantage points on the economics and processes of raising SPACs, structuring de-SPAC transactions, including PIPE investments, and post-merger compliance.