Cooley advised AppHarvest, a developer and operator of large-scale, high-tech controlled environment indoor farms, on its agreement to combine with Novus Capital, a publicly traded special purpose acquisition company or SPAC. The transaction advances AppHarvest's mission to redefine American agriculture and to build America's agtech capital in the heart of Appalachia. Lawyers Derek Colla, John McKenna, David Silverman, Katie Kazem and Rishab Kumar led the Cooley team advising AppHarvest on the agreement.
The pro forma implied market capitalization of the combined company, AppHarvest, is more than $1 billion. AppHarvest will receive $475 million of gross proceeds, including $375 million fully committed common stock PIPE. It is anticipated that the proceeds from transaction will be used to accelerate development and operational growth and for general corporate purposes.
In a news release, AppHarvest founder and CEO Jonathan Webb said the company's mission has "become even more important since the global pandemic exposed how a rapidly increasing reliance on imports jeopardizes food security. We now know that, to build a more resilient food system that meets our growing population demands, we must immediately start building controlled environment agriculture facilities, as these farms use far fewer resources to grow far more produce. We believe that this partnership with Novus Capital is a transformative transaction which will allow us to both rapidly scale our agriculture facilities, in pursuit of our goal to redefine American agriculture, and build the country's agtech capital within Appalachia. Together we can transform agriculture."
Webb will continue as CEO of AppHarvest. Upon closing of the transaction, which is expected to occur in late Q4 2020 or early Q1 2021, AppHarvest will list on Nasdaq under a new ticker symbol.
AppHarvest combines conventional agricultural techniques with cutting-edge technology and is addressing issues including improving access to nutritious food for all, farming more sustainably, building a home-grown food supply and increasing investment in Appalachia. The company's 60-acre Morehead, Kentucky, controlled environment agriculture facility is one of the largest high-tech greenhouses in the world.
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