Electric vehicle charging venture EVgo services plans to go public via a merger with special purpose acquisition company Climate Change Crisis Real Impact I Acquisition that values the combined company at $2.6 billion.
EVgo, which is described in a Jan. 22 announcement as the largest electric vehicle public fast-charging network in the U.S., plans to grow even larger as a result of the merger. The new company will retain the EVgo name and will be listed on the New York Stock Exchange with the ticker symbol “EVGO”.
Vinson & Elkins is advising EVgo with a team led by partners Ramey Layne of Houston, Brenda Lenahan and John Kupiec (both of New York), along with senior associates Robert Hughes and Jessica Lewis, (both of Houston), and Stancell Haigwood of New York.
The team was assisted by Houston associates Mariam Boxwala, Alex Lewis, Lawrence Nelson, Ben Sandlin, Nico Kroeker, and Joshua Blankenship. Also advising were partners Jason McIntosh (Houston) and David Peck (Dallas), senior associate Megan James (Dallas) and associate Andrew Mandelbaum (Houston) on tax; Houston partner Sean Becker on labor; Austin counsel Sarah Fortt on governance matters; partner Devika Kornbacher of Houston and New York, senior associate Ben Cukerbaum of Austin and associate Briana Falcon of Houston on intellectual property and technology; and New York and Washington, D.C. partner Margaret Peloso, New York senior associate Lindsay Hall and Houston associate Austin Pierce on environmental matters.
Latham & Watkins is serving as counsel to the placement agents on a $400 million PIPE financing to help fund the deal, with a team led from Houston by partner Ryan Maierson, with associate Sarah Dunn.
The placement agents include BofA Securities, which is acting as CRIS’ financial advisor, and EVgo’s financial advisors Credit Suisse and Evercore. BofA and Credit Suisse are joint lead placement agents, and Credit Suisse is lead financial advisor to CRIS.
Mayer Brown is serving as legal advisor to Climate Change Crisis Real Impact I Acquisition (CRIS) with a large team based largely in Chicago that does not include any of the firm’s Texas lawyers.
EVgo, a subsidiary of New York-based LS power, has grown rapidly since its founding 10 years ago through multiple partnerships with car manufacturers such as Tesla and General Motors and rideshare companies including Uber and Lyft. But EVgo sees room to expand beyond its current 220,000 customers.
The Los Angeles-headquartered company opened its first public EV charging station at the Dallas-Ft. Worth Airport Park ‘N Fly in November 2011, according to its website.
“Fast charging’s share of EV charging is expected to increase to greater than 40% by 2040,” according to a release. “However, even at that point, EVs are expected to account for less than a third of all vehicles on U.S. roads, providing a significant pathway for further, multi-decade growth.”
Including the PIPE financing and $230 million in cash held in trust by the SPAC, proceeds from the deal are estimated at about $575 million before adjustments and expenses.
“Proceeds will be used to fuel EVgo’s growth strategy, including the buildout of its charging infrastructure network, and will enhance the company’s position as the market leader in the transition to clean mobility,” according to the release.
LS Power and EVgo management, who together currently own 100% of EVgo, will roll 100% of their equity into the combined company for a 74% stake in the new entity when the transaction closes. In addition, EVgo’s leadership will remain intact, with Cathy Zoi continuing as chief executive.
Meanwhile, the board of directors of the combined company will include representation from EVgo, LS Power and CRIS, as well as independent directors.
The deal is expected to close in the second quarter.