Selina’s Merger with BOA Acquisition Corp.

In UK Morgan Lewis & Bockius, advised on the matter.

King & Spalding advised BOA Acquisition Corp. with a team including

Morgan Lewis & Bockius advised Selina with a team including Timothy Corbett (Corporate M&A), Tomasz Wozniak (Picture – Corporate M&A), Paul Denham (Finance), Nichola Foley (Finance).

Selina, the fast-growing hospitality and experiential brand targeting Millennial and Gen Z travelers, and BOA Acquisition Corp. (“BOA”) (NYSE: BOAS), a publicly traded special purpose acquisition company, entered into a definitive business combination agreement that will result in Selina becoming a publicly listed company. The transaction values the pro forma company at an equity value of approximately $1.2 billion. The transaction is expected to close in the first half of 2022 and the combined company will operate as Selina Hospitality plc, and its ordinary shares are expected to be listed on the New York Stock Exchange under the ticker symbol “SLNA.”

A group of leading institutional investors including South Light Capital (an affiliate of DigitalBridge), MORE Investment House and Sir Ronald Cohen, alongside BOA’s sponsor and founder-led stockholders, have committed $70 million of capital, which includes a $15 million minimum equity backstop from BOA’s sponsor. Of the total, $10 million will be an advanced PIPE funded concurrent with the announcement, strengthening Selina’s balance sheet as it rolls out new sites. There is approximately $230 million currently held in BOA’s trust account. Subject to any redemptions by BOA stockholders, existing Selina shareholders will retain approximately 71 percent ownership in the combined company.

The business combination is expected to provide Selina with $285 million (assuming no redemptions) of gross transaction proceeds to advance its mission to inspire meaningful connections. The company will use proceeds from the transaction to fuel its expansion across large urban markets globally, as well as invest in its proprietary technology and attract and retain high-quality talent.

Selina is one of the world’s largest hospitality brands built to address the needs of Millennial and Gen Z travelers, blending beautifully designed accommodation with coworking, recreation, wellness, and local experiences. 

BOA Acquisition Corp. is a blank check company 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. The Company is led by Chairman and Chief Executive Officer Brian D. Friedman, and Chief Financial Officer Benjamin A. Friedman.

PJT Partners is acting as financial and capital markets advisor to Selina, and BofA Securities, Inc. is acting as capital markets advisor. PJT Partners, UBS Investment Bank and BTIG, LLC are acting as joint placement agents on the private placement.

UBS Investment Bank is acting as the lead capital markets advisor to BOA. BTIG, LLC is acting as capital markets advisor to BOA.

The cross-border Morgan Lewis team advising Selina included partners Tom Wozniak (Picture), Tim Corbett, Erin Randolph-Williams, Paul Denham, Nichola Foley, of counsel Justin Vaughan, and associates Ben Stein, Humphrey Thomas, and Ali Good.

The King & Spalding deal team includes Brian Ashin, Alan Noskow, Drew Pollekoff and Megan Larsen.

Involved fees earner: Brian Ashin – King & Spalding; Megan Larsen – King & Spalding; Alan Noskow – King & Spalding; Drew Pollekoff – King & Spalding; Timothy Corbett – Morgan Lewis & Bockius; Paul Denham – Morgan Lewis & Bockius; Nichola Foley – Morgan Lewis & Bockius; Alexandra Good – Morgan Lewis & Bockius; Erin Randolph-Williams – Morgan Lewis & Bockius; Benjamin Stein – Morgan Lewis & Bockius; Humphrey Thomas – Morgan Lewis & Bockius; Justin Vaughan – Morgan Lewis & Bockius; Tomasz Woźniak – Morgan Lewis & Bockius;

Law Firms: King & Spalding; Morgan Lewis & Bockius;

Clients: BOA Acquisition Corp.; Selina;

Author: Giulia Di Palma