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Latham & Watkins Advises Centricus on US$1 Billion de-SPAC

May 12, 2021
London team represents SPAC on definitive business agreement with leading quantum encryption tech company.

Latham & Watkins is advising Centricus Acquisition Corp. (Centricus), a special purpose acquisition company, on its definitive business agreement with Arqit Limited (Arqit), a leader in quantum encryption technology, that will result in Arqit becoming a publicly listed company. Upon closing of the transaction, a newly formed Cayman holding company, Arqit Quantum Inc., will merge with Centricus, acquire Arqit and register its shares for listing on the Nasdaq Stock Market.

The transaction values the combined company at a pro forma enterprise value of approximately US$1.0 billion and is expected to provide up to US$400 million of gross proceeds to Arqit from a combination of US$345 million of cash held in Centricus' trust account (assuming minimal redemption from Centricus existing shareholders), and approximately US$70 million from a fully committed PIPE.

The proposed transaction was unanimously approved by Arqit's board of directors as well as Centricus' board of directors and is expected to be completed by the end of the third quarter of 2021.

The Latham team is being led by corporate partners David Stewart, Robbie McLaren, and Jeremy Green, with associates Yolanda Min, Jennifer Cadet, Pierre-Axel Aberg, and Robert Parent. Advice on intellectual property and data matters was provided by London partner Deborah Kirk with associates Liz Longster and Oscar Bjartell; on employment and benefits by London partners Catherine Drinnan and Sarah Gadd; on antitrust by London partner Jonathan Parker and associate Stephanie Adams; on US tax by New York partner Jiyeon Lee-Lim and associate Shruti Hazra; and on UK tax by London partner Karl Mah.