Union Acquisition Corp. II (LATN) Shareholders Approve Procaps Deal

Union Acquisition Corp. II (NASDAQ:LATN) announced that its shareholders approved its combination with pharmaceutical manufacturer Procaps Group at a shareholder vote yesterday.

In a subsequent 8-K filing, the SPAC showed that 70.5% of its shareholders opted to redeem, however, removing an estimated $77.8 million from its trust. Union II has been trading steadily above $10 for months, but not always above its pro rata cash in trust estimated at $10.17.

This would leave Union II with about $60 million in trust, which would come in below the $185 million minimum cash condition of the deal, even with its $100 million PIPE.  This condition appears to have been waived and the parties now expect to close the combination by September 30. The combined company’s shares and warrants are expected to trade on the Nasdaq under the symbols “PROC” and “PROCW”, respectively, following close.

Union II originally announced its $1.1 billion combination with Procaps on March 31. Barranquilla, Colombia-based Procaps is one of the world’s largest manufacturers of softgel medicines and it offers a range of other diversified pharmaceutical products and services.

Once the transaction has closed, management plans to embark on a strategy to roll-up peers and be a driver in regional consolidation.

At the special meeting, 97% of shares participating in the meeting voted in favor of the transaction and for full tallies of proposals and other details, click here.

ADVISORS

• TG Pactual acted as sole placement agent on the PIPE and financial advisor to LATN.
• Cantor Fitzgerald acted as capital markets advisor to LATN.
• Greenhill & Co., LLC acted as financial and capital markets advisor to Procaps Group.
• Linklaters LLP acted as legal counsel to LATN.
• Greenberg Traurig, LLP acted as legal counsel to Procaps Group.