BARK's Merger With Northern Star Acquisition Corp.

BARK's Merger With Northern Star Acquisition Corp.

12/21/2020

BARK's Merger With Northern Star Acquisition Corp.

Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP and Skadden, Arps, Slate, Meagher & Flom LLP advised Barkbox on the deal, while Graubard Miller acted as legal counsel to Northern Star.

Barkbox, Inc. ("BARK" or the "Company"), a leading global omni-channel brand for dogs, announced with Northern Star Acquisition Corp., a publicly traded special purpose acquisition company, that they have entered into a definitive merger agreement. As a result of the transaction, which values the Company at an enterprise value of approximately $1.6 billion, BARK will become a publicly listed company on the New York Stock Exchange under the new ticker symbol, "BARK".

For the fiscal year ending March 31, 2021, the Company projects revenue of approximately $365 million and gross profit of approximately $221 million.

The combined company expects to receive up to $454 million of gross cash proceeds at closing, assuming no redemptions of Northern Star's existing public stockholders, including an upsized fully-committed $200 million private placement of common stock (the "PIPE Offering") at $10.00 per share led by Fidelity Management & Research Company LLC, Senator Investment Group, the Federated Hermes Kaufmann Funds, and affiliates of the Santo Domingo Group (advised by Quadrant Capital Advisors, Inc.), among other top-tier institutional investors. All BARK shareholders and management are retaining 100% of their equity in the combined company. The proceeds are expected to be used to accelerate the growth of existing and new product lines, invest in staffing, marketing and engineering personnel and capabilities, and partially reduce debt obligations.

Citigroup is acting as sole financial and capital markets advisor to Northern Star. Citigroup acted as sole placement agent to Northern Star in connection with the PIPE Offering. Canaccord Genuity is acting as financial advisor to BARK.

The Skadden team advising Barkbox was led by Corporate partner Michael Mies (Palo Alto; Picture).