British Spac king plans his first European blank cheque listing

Ian Osborne, the British investor at the forefront of the US Spac boom, is turning to Europe with plans to similarly open the market with the region’s largest tech-focused blank cheque company.

Hedosophia, the fund manager run by Osborne, a publicity-shy tech financier and former political fixer, plans to raise €400m for a special purpose acquisition company in Amsterdam to target a European tech “unicorn”.

Hedosophia European Growth, a shell company that will merge with an existing private group and take it public, will target tech companies with a value of up to €5bn. It is expected to be backed by global investors such as Third Point, according to people familiar with the planned listing. 

Goldman Sachs is advising on the deal. The initial public offering could be announced as early as Tuesday. 

In partnership with former Facebook executive Chamath Palihapitiya’s Social Capital, Osborne has been credited with relaunching the US Spac market with his first blank cheque company in 2017, which went on to merge with Richard Branson’s Virgin Galactic. 

Since then, Spacs have become the hottest investment trend in the US and Asia, accounting for nearly half of the $230bn raised globally in new listings over the past year, but have barely featured in Europe.

The new company is expected to be listed on the Euronext in Amsterdam, where the rules are more favourable to the sorts of blank cheque companies that have turbocharged the US tech rally over the past two years. 

Even so, the European equity markets have attracted few Spacs — with only eight so far this year that have raised about $2.2bn compared with the 315 in the US that have raised $95bn, according to Refinitiv data.

Hedosophia wants to spark interest in Europe, people close to the plans said, with a more investor-friendly offer and commitments from management to financially back the listing.

The company will target an initial €400m, and then seek further funds in the so-called Pipe commitment — the additional capital needed to close a merger with a target company — said the people with knowledge of the deal. There is also an overallotment option that could take the fundraising to about €460m.

This would make it the largest tech-focused Spac in Europe, they added. Hedosophia will launch its first Spac in Europe without Social Capital. 

The plans come at a time when the US Spac market has slowed considerably following increasing scrutiny from regulators and a pullback from large institutional investors. 

Shares in companies that have gone public in Spac deals have fallen in recent months, including some supported by Osborne through his partnership with Palihapitiya. Other companies backed by Social Capital Hedosophia include insurer Clover Health and real estate group Opendoor.

Spacs have been criticised for the high rewards paid to so-called sponsors of the listing, who typically get 20 per cent of the equity of the acquired company.

In an attempt to make its first European venture more investor friendly, Hedosophia has revamped the structure of the Spac. Under terms put to investors, management will be initially limited to 10 per cent of the so-called promote shares, and then an additional 5 per cent if stocks rise from an initial price of €10 to €20, €25 and €30 on a sustained trading basis.

Hedosophia management plans to buy 5 per cent of the offering, in addition to covering underwriting and other fees. The listing marks the first time that Hedosophia has invested in a Spac IPO directly in this way.

It will also offer to cover any impact that negative interest rates have on investors that want to sell out of the Spac.

One person familiar with the plans said traditional institutional investors that had never bought into a Spac had been attracted to these reforms: “No sponsor has ever offered such an investor-aligned package either in the US or Europe.”

The Spac will have four independent directors drawn from European tech founders or executives, including Jan Kemper, chief finance officer at N26 and former Zalando executive, Jochen Engert, chief executive at Flixbus, Max Bittner, chief executive of Vestiaire Collective, and Stephanie Phair, chief customer officer at Farfetch.

Hedosophia declined to comment. Goldman Sachs declined to comment.