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Ticket Marketplace Vivid Seats to Merge with SPAC
Thursday 22 April 2021

US-based concert, sports and theater ticket marketplace Vivid Seats Inc has entered into a definitive transaction agreement with special purpose acquisition company Horizon, Horizon Sponsor, LLC and certain other parties thereto, that will result in Vivid Seats Inc. becoming a public company, the company said.

The new company, which will be led by Vivid Seats CEO Stan Chia, will continue to be managed by its highly experienced management team, including CFO Lawrence Fey. Todd L. Boehly, chairman and CEO of Horizon and Eldridge, will join the Vivid Seats board of directors.

Institutional investors have committed to a private investment of USD 225m in class A common stock of the combined company that will close concurrently with the business combination.

Horizon has USD 544m of cash in its trust account, of which USD 155m was previously invested by Sponsor.

Existing Vivid Seats shareholders will roll 100% of their equity into the new company, with all proceeds from this transaction being used for debt repayment and capital structure optimization.

It is anticipated that the combined company will have an equity market capitalization at closing of approximately USD 1.95bn.

The respective boards of Vivid Seats and Horizon have approved the proposed business combination. Completion of the proposed business combination is expected in the second half of 2021.

Evercore is acting as exclusive financial and capital advisor to Vivid Seats. Latham and Watkins LLP is acting as legal advisor to Vivid Seats.

Credit Suisse is acting as lead financial and capital markets advisor to Horizon. Deutsche Bank Securities and RBC Capital Markets are also acting as financial and capital markets advisors to Horizon. Kirkland and Ellis LLP is acting as legal advisor to Horizon.

Credit Suisse and Evercore acted as co-placement agents on the private offering.

Vivid Seats is one of North America's most trusted independent marketplaces for tickets to live sports, concerts and theater events, and the industry's provider of technology platforms and service solutions.

Founded in 2001, the Chicago-based tech company offers selections of premium tickets and event packages, as well as a loyalty program.

Horizon is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. Horizon is sponsored by the Sponsor, an affiliate of Eldridge.
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Date Published: 22/04/2021

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