K&L Gates Advises Live-Streaming Platform 17LIVE on Landmark De-SPAC Business Combination in Singapore

Global law firm K&L Gates LLP served as global lead counsel to live-streaming social entertainment platform 17LIVE Holding (17LIVE) in its proposed combination with Singapore’s Vertex Technology Acquisition Corporation Ltd (VTAC), a technology-focused special purpose acquisition company backed by Singaporean state investor Temasek.

This deal marks the first purchase of a private company by a SPAC listed in Singapore since 2021 when the Singapore Exchange Security Trading Ltd (SGX-ST) allowed SPACs to float shares. VTAC was Singapore’s first SPAC to be listed. It went public in early 2022.

The deal values the combined entity at approximately S$1.16 billion and will involve the listing of 17LIVE on the SGX-ST. The proposed combination, still subject to the approval of SGX-ST and VTAC’s shareholders, was announced on 2 October 2023.

Under the terms of the deal, VTAC will acquire 17LIVE’s shares for S$925.1 million, which will be satisfied via the allotment and issuance of up to 160.6 million new shares in VTAC at the issue price of S$5.0 per share at the completion, and the allotment and issuance of up to 24.4 million new shares in VTAC at the same issue price should certain financial targets be satisfied.

DBS Bank Ltd. acted as sole issue manager to VTAC, and DBS and UBS AG Singapore Branch (including its affiliate, Credit Suisse (Singapore) Limited) as joint financial advisers to VTAC in respect of the de-SPAC transaction and as joint placement agents in respect of the PIPE financing.

The K&L Gates cross-practice and cross-jurisdictional team that advised 17LIVE was led by Hong Kong-based corporate partner William Ho, with support from associates Eva Ying, Dorothy Hung, Prudence Pang, Amy Lau and others across the platform, including:

Taipei: Corporate partners James Chen and Billy Chen with assistance from counsel Richard Hsu and associates Albert Wang, Cecilia Lee, and Yoting Lin on Taiwan laws.

Tokyo: Corporate partners Tsuguhito Omagari and Nobuki Wada, with assistance from counsel Yuki Sako and associates Kyosuke Momoi, Daisuke Morinaga, and Kentaro Isogai on Japan laws.

Shanghai: Tax partner Roberta Chang, with assistance from associates Anita Zhou and Kate Chen on tax matters.

Singapore: Corporate partner Christopher Tan, with assistance from senior associate Alisha Hung and associates Charlotte Kouo and Jordan Seah on Singapore laws.

Pittsburgh: Employment and benefits partner Michael Hart with support from Samantha Beatty on employment related matters.

Ho commented: “We are privileged to have advised our longstanding client 17LIVE on this landmark deal, which involved lawyers from six of our offices. The firm’s fully integrated global network was instrumental in ensuring matters ran smoothly. We congratulate 17LIVE and very much look forward to being part of their future growth and continued success.”

K&L Gates’ Corporate practice is one of the most substantial in the legal industry, with more than 500 lawyers in offices on five continents providing clients with practical legal solutions in the structuring, financing, and completion of domestic, international, and cross-border transactions.