Doma’s $3 Billion Business Combination With Capitol Investment Corp. V

Davis Polk advised Doma Holdings, Inc., while Latham & Watkins LLP represented Capitol Acquisition Corp. V on the deal.Doma Holdings, Inc. (f/k/a States Title Holding, Inc.) completed its business combination with Capitol Investment Corp. V, a publicly-traded special purpose acquisition company (“SPAC”), that would result in Doma becoming a public company. The combined company is expected to remain listed on the New York Stock Exchange. The estimated enterprise value of the combined company will be approximately $3.0 billion. There is also a fully committed common stock PIPE for $300 million. The transaction, which has been approved by the Boards of Directors of Doma and Capitol, is subject to approval by Doma and Capitol’s shareholders and other customary closing conditions.

Doma, headquartered in San Francisco, California, is a technology company using machine intelligence and its patented technology solutions to transform the title insurance and escrow industries. Capitol is a SPAC, with a management team led by Mark D. Ein and L. Dyson Dryden.

The Davis Polk corporate team advising Doma included partner Stephen Salmon (Picture), counsel Jason Bassetti and associate Sylvia Zaich. The tax team included partner Patrick E. Sigmon and associates Joshua J. Micelotta and Constance Zhang. Partner Veronica M. Wissel and associate Tessa Patti provided executive compensation advice. Partner Pritesh P. Shah and associate Jesse L. Hallock provided intellectual property advice.

Latham & Watkins LLP represented Capitol Acquisition Corp. V in the transaction with a corporate team led by Washington, D.C. partner Paul Sheridan and Chicago partner Daniel Breslin, with associates Cierra Warren and Jill Rubinger. Advice was also provided on capital markets matters by Washington, D.C. partner Rachel Sheridan, with associates Christopher Clark, Gabrielle Blum, and Gary DePalo; on tax matters by New York partner Lisa Watts, with associate Alan Kimball; and on employee benefits and compensation matters by Washington, D.C. partner Adam Kestenbaum, with associate Courtney Thomson.

Involved fees earner: Jason Bassetti – Davis Polk & Wardwell; Jesse Hallock – Davis Polk & Wardwell; Joshua Micelotta – Davis Polk & Wardwell; Tessa Patti – Davis Polk & Wardwell; Stephen Salmon – Davis Polk & Wardwell; Pritesh P. Shah – Davis Polk & Wardwell; Patrick Sigmon – Davis Polk & Wardwell; Veronica Wissel – Davis Polk & Wardwell; Sylvia Zaich – Davis Polk & Wardwell; Constance Zhang – Davis Polk & Wardwell; Gabrielle Blum – Latham & Watkins; Daniel Breslin – Latham & Watkins; Christopher Clark – Latham & Watkins; Gary DePalo – Latham & Watkins; Adam Kestenbaum – Latham & Watkins; Alan Kimball – Latham & Watkins; Jill Rubinger – Latham & Watkins; Rachel Sheridan – Latham & Watkins; Paul Sheridan Jr. – Latham & Watkins; Courtney Thomson – Latham & Watkins; Cierra Warren – Latham & Watkins; Lisa Watts – Latham & Watkins;

Law Firms: Davis Polk & Wardwell; Latham & Watkins;

Clients: Capitol Investment Corp. V; States Title, Inc.;

Martina Bellini

Author: Martina Bellini