Primavera Capital Acquisition filed a proxy outling its proposed merger with luxury fashion group Lanvin.
The transaction values Shanghai-based Lanvin at a pro forma enterprise value of $1.5 billion, with a combined pro forma equity value of up to US$1.9 billion. If approved, Lanvin would list on the NYSE under the ticker symbol LANV.
As part of the transaction, all of Lanvin Group’s existing shareholders are expected to roll 100% of their shares into the merged company, representing approximately 65% control.
Lanvin would receive proceeds of up to $544 million, including $414 million of cash in PCAC’s trust, as well as a fully-committed PIPE subscription and forward purchase agreements of $130 million from investors including Fosun International Limited, ITOCHU Corporation, Stella International Limited, Baozun Hong Kong Investment Limited, Golden A&A, Aspex Master Fund and Sky Venture Partners.
A bonus pool of 3.6 million post-merger shares is to be made available to the SPAC’s non-redeeming shareholders. Bonus shares forfeited by redeeming PCAC shareholders will be distributed on a pro rata basis. All of the shares in the bonus pool will be contributed by Fosun International and Primavera Capital Acquisition, the SPAC’s sponsor.
Lanvin Group, formerly Fosun Fashion Group, is a luxury fashion group managing brands worldwide including Lanvin, Sergio Rossi, Wolford, St. John Knits, and Caruso. Read more.
