On August 15, 2023, special purpose acquisition company Pono Capital Three, Inc. (NASDAQ: PTHR) ("Pono”) announced the execution of a definitive Business Combination Agreement with Robinson Aircraft Ltd., a Lindsay, Ontario-based company doing business as Horizon Aircraft ("Horizon Aircraft").
The transaction values Horizon Aircraft at US$96 million, which is expected to result in a combined pro forma equity value of approximately US$216 million before expenses, assuming no redemptions in the Business Combination.
The boards of directors of Horizon Aircraft and Pono have unanimously approved the Business Combination Agreement and the proposed transactions. The closing of the Business Combination and related transactions are subject to approval by Pono stockholders and Horizon Aircraft's shareholders, and are also subject to other customary closing conditions. It is currently expected that the transaction will close in the fourth quarter of 2023 or the first quarter of 2024.
Horizon Aircraft is an advanced aerospace engineering company that has developed the world's first electric Vertical TakeOff and Landing (eVTOL) aircraft that can fly most of its mission exactly like a normal aircraft while offering industry-leading speed, range and operational utility.
Gowling WLG is Canadian counsel to Horizon Aircraft in this transaction with a team led by Brett Kagetsu and that includes, among others, Tara Amiri, Irena Kramer, Ethan Chang and Raymond Ong (corporate/M&A); Paul Armitage (technology); Brent Kerr and Anita Yuk (tax and corporate); Ian Macdonald (competition); and Todd Bissett (corporate and client relationship).