Healthcare Services Acquisition Corporation closes upsized initial public offering of $331.2 million
Industry veterans close healthcare SPAC IPO with fully exercised greenshoe backed by funds and accounts managed by BlackRock and AllianceBernstein
BETHESDA, Md., Dec. 28, 2020 /PRNewswire/ — Healthcare Services Acquisition Corporation today announced the closing of its upsized and oversubscribed initial public offering of 33,120,000 units at $10.00 per unit. Gross proceeds from the offering, inclusive of both a 20% upsize and full exercise of the 15% over-allotment option (or “greenshoe”), were $331.2 million. Each unit consists of one share of the company’s Class A common stock and one-half of one redeemable warrant. Each whole warrant entitles the holder to purchase one share of Class A common stock at a price of $11.50 per share. The Company’s units trade on the Nasdaq Capital Market (“Nasdaq“) under the symbol “HCARU.” Once the securities comprising the units begin separate trading, the company expects that its Class A common stock and warrants will be listed on Nasdaq under the symbols “HCAR” and “HCARW,” respectively.
Healthcare Services Acquisition Corporation is led by Chairman and CEO David T. Blair, a 25-year healthcare industry veteran and former Chairman and CEO of Catalyst Health Solutions, Inc., and a team of experienced executives with public company track records, deep industry roots, transaction and financing experience, and management and corporate transformation expertise. The company’s management team includes Martin J. Payne, former senior executive at Catalyst and UnitedHealth Group, as President; Joshua B. Lynn, former Managing Director at Caspian Capital, as Chief Financial Officer; and Tao Tan, former Associate Partner at McKinsey & Company, as Chief Operating Officer.
Healthcare is a huge sector of the U.S. economy that is projected to exceed $4.2 trillion of expenditures in 2021 according to the Centers for Medicare & Medicaid Services. The market is growing, but also highly fragmented, and rapidly consolidating. A handful of large healthcare players claim an outsized share of the market, creating attractive opportunities for middle-market players who can offer superior service, competitive costs, and national-scale capabilities.
“We are both pleased and humbled by the reception we’ve received from investors, and look forward to bringing to the market a company that effectively tackles our nation’s increasingly complex healthcare challenges, particularly around disparities in access and outcomes, while delivering exceptional returns for our shareholders,” said David T. Blair, Chairman and CEO of Healthcare Services Acquisition Corporation. “In an industry that thrives on scale, a SPAC enables us to ‘start at scale’ and chart a path to transformative growth by combining the power of public markets with our extensive relationships and value creation playbook.”
“SPACs have had a banner year. But one differentiator continues to stand out: operator-led management teams who can conduct focused searches, lead high quality independent diligence and strategic business plan development, and who are committed to strong governance and long-term value creation,” said Martin J. Payne, President of Healthcare Services Acquisition Corporation.
Funds and accounts managed by BlackRock serve as Healthcare Services Acquisition Corporation’s anchor investor, and purchased an aggregate of $24,480,000 of units in the offering.
AllianceBernstein (AB) serves as Healthcare Services Acquisition Corporation’s strategic partner.
“AB is delighted to partner with Healthcare Services Acquisition Corporation on this transaction, our inaugural participation as a SPAC sponsor. We look forward to leveraging our research platform, private and public company expertise, and investor networks to collaborate with management in their search and diligence processes, as well as potentially participating in future financing opportunities in connection with their eventual business combination,” said Ali Dibadj, Head of Finance and Strategy for AllianceBernstein. “We believe the SPAC process will remain an important component of the capital market landscape and hope to deliver strong results for our clients over the coming years with our participation in this and other innovative strategies.”
B. Riley Securities, Inc., a subsidiary of B. Riley Financial, Inc., serves as the company’s sole book-running manager.
“This SPAC represents an attractive opportunity to invest in a top tier management team that is committed to creating value for the underserved middle-market healthcare industry. The overwhelming investor demand for this IPO speaks to the team’s operational and investment acumen. With proven industry expertise, Healthcare Services Acquisition Corporation offers a unique investment opportunity in providing necessary liquidity and a public currency to address the challenges in healthcare. We are pleased to serve as underwriter on this transaction and look forward to continue working with the team on their ultimate business combination,” said Jonathan Mitchell, Senior Managing Director and Head of SPAC Banking at B. Riley Securities.
Ropes & Gray LLP is serving as issuer’s counsel with Ellenoff Grossman & Schole LLP as underwriters’ counsel. WithumSmith+Brown, PC serves as auditor. Continental Stock Transfer & Trust Company LLC serves as trustee.
Healthcare Services Acquisition Corporation (NASDAQ: HCAR) is a special purpose acquisition company led by a team of investors, operators, and leaders in the healthcare space, seeking to partner with ambitious management who are constrained by capital availability, operational expertise, and national-scale capabilities. The company closed its upsized and oversubscribed IPO on December 28, 2020, with $331.2 million in trust. For more information, please visit www.healthcarespac.com.
B. Riley Financial, Inc. (“B. Riley”) provides collaborative financial services solutions tailored to fit the capital raising, business, operational, and financial advisory needs of its clients and partners. B. Riley Securities, Inc., a leading full-service investment bank and FINRA registered broker-dealer, is a wholly-owned subsidiary of B. Riley Financial. B. Riley operates through several subsidiaries which offer a diverse range of complementary end-to-end capabilities spanning investment banking and institutional brokerage, private wealth and investment management, corporate advisory, restructuring, due diligence, forensic accounting, litigation support, appraisal and valuation, and auction and liquidation services. Certain registered affiliates of B. Riley originate and underwrite senior secured loans for asset-rich companies. B. Riley also makes proprietary investments in companies and assets with attractive return profiles. For more information about B. Riley and its affiliated companies, please visit www.brileyfin.com.
BlackRock’s purpose is to help more and more people experience financial well-being. As a fiduciary to investors and a leading provider of financial technology, our clients turn to us for the solutions they need when planning for their most important goals. As of September 30, 2020, the firm managed approximately $7.81 trillion in assets on behalf of investors worldwide. For additional information on BlackRock, please visit www.blackrock.com/corporate.
AllianceBernstein is a leading global investment management firm that offers high-quality research and diversified investment services to institutional investors, individuals and private wealth clients in major world markets, with assets under management of $631 billion as of September 30, 2020. As of September 30, 2020, including both the general partnership and limited partnership interests in AllianceBernstein, AllianceBernstein Holding owned approximately 35.5% of AllianceBernstein and Equitable Holdings, Inc., directly and through various subsidiaries, owned an approximate 65.3% economic interest in AllianceBernstein. Additional information about AB may be found on our website, www.alliancebernstein.com.
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SOURCE Healthcare Services Acquisition Corporation