Group Nine Set to Go Public Friday, Prices $200 Million IPO Through Blank-Check Company

The special purpose acquisition company set up by Group Nine Media announced pricing of its initial public offering of 20 million units at $10 apiece, for total gross proceeds of $200 million.

Discovery-backed Group Nine, whose digital-media brands include Thrillist, NowThis, the Dodo and Seeker, filed paperwork for the SPAC last month saying it plans to combine with “another target business” in the digital-media space. Group Nine hasn’t publicly identified any M&A targets. A SPAC is a type of blank check holding company formed for the purpose of raising capital through an IPO for an acquisition, merger or other business combination.

Group Nine Acquisition Corp.’s securities will begin trading Jan. 15 on the Nasdaq Capital Market under the ticker symbol “GNACU.” Each unit comprises one share of Class A common stock (which will trade under the symbol “GNAC”) and one-third of a redeemable warrant; each whole warrant (trading under the symbol “GNACW”) allows the holder buy one share of GNAC Class A common stock at an exercise price of $11.50 per share.

Of the $200 million gross proceeds from the IPO, Group Nine Acquisition Corp. said it would receive a net $189 million after underwriting discounts and commissions. Group Nine said it is targeting the acquisition or merger with businesses in digital media or related areas like social media, e-commerce, events, and digital publishing and marketing.

GNAC is led by CEO and director Ben Lerer (pictured above), who also serves as the CEO of Group Nine Media. Brian Sugar, president of Group Nine Media and former CEO of PopSugar, is president and a director of GNAC, and Group Nine Media CFO Sean Macnew serves as chief financial officer of the SPAC.

Following the IPO, the Group Nine SPAC will own a 19.8% equity stake in the company, which the company said consists “solely of founder shares” held by Lerer, Sugar and Macnew.

In addition, GNAC announced two additions to its board of directors: Richard D. Parsons, co-founder and partner of Imagination Capital and a director of Lazard Ltd and Lazard Group, as well as the former CEO of Time Warner and former chairman of Citigroup; and Jen Wong, COO of Reddit and former president of digital at Time Inc. Parsons and Wong have been granted 25,000 units each of GNAC.

New York-based Group Nine Media was formed in 2016 with a $100 million investment from Discovery, combining three startups backed by venture-capital firm Lerer Hippeau — Thrillist, NowThis Media and the Dodo — with Seeker (formerly Discovery Digital Networks). The company acquired comedy studio JASH in 2017 and last year bought women’s lifestyle brand PopSugar.

Barclays and Code Advisors are acting as underwriters for the Group Nine Acquisition Corp. IPO. GNAC has granted the underwriters a 45-day option to purchase up to an additional 3 million units to cover over-allotments. The offering is expected to close on Jan. 20, 2021, subject to customary closing conditions.

Discovery owns 25% of Group Nine (as of Sept. 30, 2020), valued at $276 million, per Discovery’s 10-Q for the third quarter. Other equity stakeholders including German publishing firm Axel Springer and Lerer Hippeau (the venture capital firm co-founded by Ken Lerer, the father of Ben Lerer).

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