Latham & Watkins Advises Joby Aviation in US$125 Million Acquisition of Blade Air Mobility’s Passenger Business

Joby Aviation, Inc. (NYSE:JOBY), a company developing electric air taxis for commercial passenger service, announced it has entered into a definitive agreement with Blade Air Mobility, Inc. (NASDAQ:BLDE) to purchase Blade’s leading urban air mobility passenger business. Blade’s Medical division, which is not included in the transaction and will remain a separate public company, is to partner with Joby on medical transportation. The acquisition includes all of Blade’s passenger business, including operations in the US and Europe, as well as the Blade brand. Under the terms of the agreement, Joby will pay Blade stock or cash, at Joby’s election, up to US$125 million, subject to customary indemnity provisions and inclusive of US$35 million of holdbacks which will be released subject to the achievement of certain performance milestones and retention of certain key employees. The transaction is expected to close in the coming weeks, subject to satisfaction or waiver of customary closing conditions.

Latham & Watkins LLP represents Joby Aviation in the transaction with a corporate deal team led by Bay Area partners Bret Stancil and Tad Freese, with associates Peter Bassine, David Stepovich, Rebecca Dixon, and Blake LaClaire. Advice was also provided on intellectual property matters by Bay Area counsel Arielle Singh, with associates Fiona Gillan and Claire Jensen; on US labor and benefits matters by Bay Area partner Jay Metz, New York counsel Sandra Benjamin, and Chicago counsel Sandhya Chandrasekhar, with associate Mary Daniel Morgan; on tax matters by Bay Area partner Kirt Switzer, with associate Jacob Meninga; on capital markets matters by Orange County/Bay Area partner Ross McAloon, with associates Jacob Walsh and Chelsi DeTurk; on French labor and benefits matters by Paris partner Matthias Rubner, with associate Yanis Gaoua; on US data privacy and cybersecurity matters by Houston/Austin partner Robert Brown, with associate Sarah Zahedi; on UK data privacy and cybersecurity matters by London partner Fiona Maclean, with associates Alice Brunning and Lorenzo Meusburger; on US sanctions matters by Washington, D.C. counsel Ruchi Gill, with associate Amulya Vadapalli; on EU sanctions matters by Frankfurt counsel Joachim Grittmann, with associate Thomas Lane; and on French corporate matters by Paris counsel Raphaël Darmon, with associate Julien Zeitoun.