Gores Holdings II Inc., a special acquisition entity sponsored by a Gores Group LLC affiliate, closed its merger with smart-transportation tech company Verra Mobility Corp. after approval by the boards of Gores Holdings II and Verra Mobility's parent company, Platinum Equity LLC.
Under the terms of the deal, the aggregate consideration payable to Verra Mobility shareholders consisted of approximately $642 million in cash and 65.2 million shares of newly issued Gores Holdings II common stock, subject to certain adjustments, according to S&P Global Market Intelligence data.
Following the close of the deal, Gores Holdings II was renamed Verra Mobility Corp., and its common stock and warrants will trade on the Nasdaq under the tickers VRRM and VRRMW, respectively.
Gores Holdings II shareholders also approved the deal, and less than 1% of the company's shareholders elected to redeem their shares.
Gores Holdings went public in January 2017 in a $400 million IPO, and institutional investors including GIC Pte. Ltd., Hamilton Lane Inc. and Northwestern Mutual participated in a $400 million private placement led by Gores Group Chairman and CEO Alec Gores. Funds managed by affiliates of Platinum Equity will own a 34% stake in Verra Mobility, which produces equipment to manage tolling transactions, driver monitoring systems and traffic cameras in 15 countries.
Deutsche Bank Securities Inc. served as lead capital markets adviser, lead private-placement agent and financial adviser to Gores Holdings II, and Goldman Sachs & Co. acted as its joint capital markets adviser, joint private-placement agent and financial adviser. Moelis & Co. and Credit Suisse LLC acted as financial advisers to Gores Holdings II as well.
Weil Gotshal & Manges LLP acted as legal adviser to Gores Holdings II, and Gibson Dunn & Crutcher LLP acted as legal adviser to Platinum Equity and Verra Mobility.