Flexjet, LLC entered into a definitive business combination agreement to acquire Horizon Acquisition Corporation II from Horizon II Sponsor LLC and others for $2.4 billion in a reverse merger transaction.
The boards of directors for both Flexjet and Horizon have approved the proposed business combination. The deal is subject to approvals of the Horizon and Flexjet stockholders, the Registration Statement becoming effective under the Securities Act of 1933, the Flexjet Common Stock being approved for listing on a national exchange, the amount of Available SPAC Cash being at least $300 million, the PIPE Investment actually received prior to or substantially concurrently with the Closing, all applicable waiting periods (and any extensions thereof) under the HSR Act and all other Governmental Approvals applicable to the Transactions, shall have expired or been terminated, the Pre-Closing Reorganization shall have occurred prior to the SPAC Merger Effective Time, all of the directors and officers of Flexjet and Horizon shall have resigned, and other customary closing conditions, as well as successful completion of the pending solicitation of shareholders to extend Horizon's period to complete a business combination transaction. The transaction is expected to be completed in the second quarter of 2023. The majority of proceeds in the business combination are expected to be held on Flexjet's balance sheet.
Credit Suisse Securities (USA) LLC served as lead financial and capital markets advisor, Deutsche Bank Securities Inc. served as capital markets advisor and RBC Capital Markets, LLC served as financial and capital markets advisor to Horizon. Houlihan Lokey Capital, Inc. served as financial advisor to a special committee of independent directors of the Board of Directors of Horizon. Joel Rubinstein, Daniel Nussen, Matthew Kautz, Jonathan P. Rochwarger, Maia Gez, S. Burr Eckstut, Todd K. Wolynski, Rebecca Farrington, Farhad Jalinous, Richard Burke, Karalyn Mildorf, Scott Fryman, Daniel Levin, Seth Kerschner, Steven M. Lutt, Victoria Rosamond and Neeta Sahadev of White & Case LLP is serving as legal advisor to Flexjet, Myles Pollin, Bill Howell, Joshua G. DuClos, John H. Butler and Ryan Scofield of Sidley Austin LLP is serving as legal advisor to Horizon, Gregg A. Noel of Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel to Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and RBC Capital Markets, LLC and Sullivan & Cromwell LLP is serving as legal counsel to Houlihan Lokey Capital, Inc.