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Latham Advises Zapp on Merger with CIIG Capital Partners II

December 5, 2022

Cross-border team advises electric vehicle company on the de-SPAC transaction to become publicly traded.

Zapp Electric Vehicles Limited (Zapp), a UK-based, high-performance two-wheel electric vehicle company and CIIG Capital Partners II, Inc. (CIIG II) (Nasdaq: CIIG; Units: CIIGU; Warrants: CIIGW), a special purpose acquisition company sponsored by CIIG Management II LLC, announced the execution of a definitive business combination agreement. Upon closing of the transaction, the combined company, Zapp Electric Vehicles Group Limited, a Cayman Islands exempted company, is expected to list its ordinary shares on the Nasdaq under the ticker symbol “ZAPP”.

The combined company will have an estimated fully-diluted post-transaction enterprise value of $573 million, consisting of an estimated equity value of $852 million, $274 million in new cash to the balance sheet (assuming no redemptions by CIIG II public stockholders) and $5 million in existing cash. 

Latham & Watkins LLP represents Zapp in the transaction. The pan-Asia Latham & Watkins deal team was led by partners Noah Carr, Posit Laohaphan and Sharon Lau, with associates Kelly Teoh, Jay Watanatornpitak, and Rachel Wong.

Advice was also provided on UK corporate matters by London partner Sam Newhouse and London associate Koushik Prasad, on benefits and compensation by London partner Sarah Gadd and Washington D.C. partner David Della Rocca, and on intellectual property matters by Tokyo partner Stuart Beraha.