Latham & Watkins Advises Atomico on Lilium’s US$3.3 Billion De-SPAC Transaction

Cross-border team advises key shareholder on listing of global leader in regional electric air mobility.

March 30, 2021

Latham & Watkins advised Atomico, a key shareholder in Lilium GmbH (Lilium), on Lilium’s combination with Qell Acquisition Corp., a publicly listed special purpose acquisition company (SPAC). Upon closing of the transaction, the company will be called Lilium, and it is anticipated that ordinary shares will be listed on the Nasdaq under the ticker symbol LILM.

Lilium can revolutionize regional travel, saving people hours not minutes. Using its 7-Seater Lilium Jet, Lilium’s regional shuttle service will enable sustainable, high-speed transportation.

The transaction values the combined company at approximately US$3.3 billion pro forma equity value at the US$10.00 per share PIPE price. The combined company is expected to receive approximately US$830 million of gross proceeds from a fully committed common stock PIPE offering of US$450 million, along with approximately US$380 million cash held in trust, assuming minimal redemptions of Qell's existing public stockholders. The PIPE comprises participation from leading strategic and long-term financial investors including Atomico.

The Latham team was led by London corporate partner Mike Turner and associate Medha Marathe, with advice from Hamburg counsel Jana Dammann, Houston partner Ryan Maierson, and Los Angeles associate David Pendergast.

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