Linklaters advises Moolec on $376 million de-SPAC transaction

A global Linklaters team from New York, São Paulo, Luxembourg, and London advised Moolec Science Limited on its business combination with special purpose acquisition company LightJump Acquisition Corp. As a result of the combination, a newly formed Luxembourg holding company of the combined entity, Moolec Science SA began trading ordinary shares and warrants on Nasdaq (under the ticker symbols MLEC and MLECW, respectively) on January 3, 2023. The transaction is the third de-SPAC that Linklaters has participated in with a U.S.-listed SPAC and a Latin American target, which are rare in the de-SPAC market.

Moolec is a science-based food ingredient company focused on producing animal proteins in plants through molecular farming. It is a spin off from Bioceres Group, a Latin American life sciences flagship group and longstanding client of Linklaters.

Linklaters previously advised Bioceres on its initial business combination with Union Acquisition Corp., the first SPAC with Union Acquisition Group (UAG) as sponsor. Following that transaction, Linklaters has worked with both Bioceres and UAG on a number of matters, including UAG’s $1.125 billion SPAC business combination resulting in the formation of Procaps Group.

The Linklaters deal team spanning the firms New York and São Paulo offices was led by corporate practice partners Matthew Poulter and Pierre-Emmanuel Perais alongside associates Thomas Lemouche, Justin Adamson, Caroline Aguiar, and Fraser Goodlad, and law clerk Titus Kabega, and included Tax practice counsel Gabriel Grossman and associate Nina Hrushko.

The Linklaters Luxembourg team supporting the transaction was led by Corporate practice partner Rémy Bonneau alongside counsel Maxime Bertomeu-Savalle, managing associate Eugenie Syx, and associates Colas Surot and Amélie d’Aspremont, and included Tax partner Joakim-Antoine Charvet and associate Cyrielle Nis.

Further assistance from Linklaters London office included Corporate practice counsel Philippa Gavey and associate Christian Mok; Tax practice partner Chris Smale, managing associate Sam Lintonbon, and associate Klara Janiec; and Employment & Incentives practice partner Alexandra Beidas and associate Ben McCarthy.