Freedom Acquisition 1 (FACT) Announces $1Bn LOI with Human Longevity


Freedom Acquisition 1 (FACT) Announces $1Bn LOI with Human Longevity

Freedom Acquisition 1 (NYSE:FACT) announced over the long weekend that it has signed a non-binding letter of intent (LOI) to combine with genome sequencing firm Human Longevity, Inc. valued at $1 billion.

The SPAC does not have an impending transaction deadline as it has until March 2, 2023 to complete a transaction. But, it may still want to test the waters of the market before moving to a definitive agreement and it will remain in SPACInsider‘s “Searching” column until then.

The announcement is also notable in that it is the first to come from a SPAC that has undergone an sponsorship transition recently. On June 6,  Freedom 1’s sponsor, Pimco, sold its entire interest to NextG Tech. This kept its existing rights, interests and obligations intact, while also entering into an agreement with an affiliate of the sponsor, China Bridge Capital, to provide advisory and investment banking services.

As such, this LOI comes as a result of a quick 14-day turnaround for Freedom 1’s new sponsor. Its release states that it expects to sign a definitive agreement with Human Longevity in the third quarter of 2022 with a close sighted for the first quarter of 2023. This is conditioned upon a completion of due diligence and other negotiations.

Before the change in sponsors, Freedom 1 was reportedly close to a combination with Mexican fintech group Credijusto in October but were rumored to have internal disagreements over valuation. Pimco also sponsored Capstar Partners, which had a bumpy road to completion for its combination with weight-loss pharmaceutical company Gelesis. Capstar ultimately re-struck the deal and added backstops, but still had high redemptions when completing the deal in January.

Under the new sponsorship, Freedom 1 has maintained the same chairman in former Credit Suisse CEO Tidjane Thiam as well as Adam Gishen, a long-time senior advisor at the bank. Edward Zeng, who founded and majority-owns the new sponsor, joined as a director as a result of the transition.

The target they have now chosen, Human Longevity, is focused on extending patients’ lives with an extensive battery of tests designed at diagnosing negative health factors early and heading them off at the pass with its networked physicians. The basic package costs $7,500 or up to $19,000 for a “platinum” level of care, according to the FT.

But, as is the case with former de-SPAC 23andMe (NASDAQ:ME) and other consumer genetic testing companies, the real money for Human Longevity may be in leveraging the genetic database it gains as a result of the testing its customers sign up for. The company has a long-standing partnership with AstraZeneca (NASDAQ:AZN) to provide it up to 500,000 DNA samples to aid in its own pharmaceutical trials.

It was founded by Craig Venter, who was an early pioneer in genomics and was a part of the effort to sequence the first human genome before founding Human Longevity. The company has raised about $548 million in outside funding to date since its founding in 2013, but has seen early backers Faridan and General Electric Ventures sell their stakes in private transactions since its its last capital raise in 2019, according to Pitchbook.