Skadden, Arps, Slate, Meagher & Flom advised Bright Lights. Paul Hastings advised the placement agents in the PIPE. Buchalter, P.C. advised MANSCAPED on the deal.
MANSCAPED™ and Bright Lights Acquisition Corp. (Nasdaq:BLTS), a publicly-traded special purpose acquisition company, have entered into a definitive business combination agreement that will result in MANSCAPED becoming a public company. Upon closing of the transaction, the combined company will be renamed Manscaped Holdings, Inc. and expects to apply to be listed on the Nasdaq under the new ticker symbol “MANS.”
The business combination implies an enterprise valuation for MANSCAPED of $1 billion, or approximately 2.6x 2022 revenue. The transaction will provide $305 million in gross proceeds to the Company, assuming no redemption by Bright Lights shareholders, including a $75 million fully committed common stock PIPE at $9.20 per share from investors that include: Funds managed by UBS O’Connor, Shaolin Capital Management, Signia Venture Partners, Guggenheim Investments, Endeavor, and an affiliate of Saban Capital Group LLC. 100% of MANSCAPED’s shareholders will roll their equity holdings into the newly public company. After closing, assuming no redemptions, the Company expects to have $235 million on the balance sheet and no debt.
Founded by Paul Tran in 2016, San Diego, California-based MANSCAPED™ is the leading men’s lifestyle consumer brand and male grooming category creator trusted by over four million men worldwide. The product range includes a diversified line of premium tools, formulations, and accessories that are intelligently designed to introduce a whole new self-care routine for men.
Bright Lights is a blank check company that was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. Bright Light’s efforts to identify a prospective target business are not limited to a particular industry or geographic region, but Bright Lights intends to focus on businesses operating in the consumer products and media, entertainment and sports sectors.
Moelis & Company LLC acted as financial advisor to Bright Lights. Jefferies LLC and Deutsche Bank Securities Inc. acted as Capital Markets Advisors to Bright Lights. Jefferies LLC, Moelis & Company LLC and Deutsche Bank Securities Inc. served as placement agents for the PIPE financing. Financo Raymond James acted as financial advisor to MANSCAPED.
The Skadden team included Corporate partner Michael Mies (Picture; Palo Alto) and associates Colleen Lee (Palo Alto), Cynthia Lam (Palo Alto), Elena Pinsker (Palo Alto) and Yuna Park (Palo Alto); Tax partner Victor Hollender (New York) and associate Stephen Gretz (New York); Executive Compensation and Benefits counsel Kristin Davis (Palo Alto); Labor and Employment Law partner Karen Corman (Los Angeles); Intellectual Property and Technology partner Ken Kumayama (Palo Alto); Banking partner K. Kristine Dunn (Los Angeles); and Antitrust/Competition partner Maria Raptis (New York).
The Buchalter team was led by Shareholders Jeremy Weitz, Tanya Viner, Jenni Krengel, Peter Hogan, Senior Counsel Jerry Janoff, and Attorney Chad McCombs.
Involved fees earner: Peter Hogan – Buchalter; Gerald Janoff – Buchalter; Jenni Krengel – Buchalter; Chadwick McCombs – Buchalter; Tanya Viner – Buchalter; Jeremy Weitz – Buchalter; Karen Corman – Skadden Arps Slate Meager & Flom; Kristin Davis – Skadden Arps Slate Meager & Flom; Kristine Dunn – Skadden Arps Slate Meager & Flom; Stephen Gretz – Skadden Arps Slate Meager & Flom; Victor Hollender – Skadden Arps Slate Meager & Flom; Ken Kumayama – Skadden Arps Slate Meager & Flom; Cynthia Lam – Skadden Arps Slate Meager & Flom; Colleen Lee – Skadden Arps Slate Meager & Flom; Michael Mies – Skadden Arps Slate Meager & Flom; Yuna Park – Skadden Arps Slate Meager & Flom; Elena Pinsker – Skadden Arps Slate Meager & Flom; Maria Raptis – Skadden Arps Slate Meager & Flom;