On September 3, 2020, QuantumScape Corporation, a developer of next generation solid-state lithium-metal batteries for use in electric vehicles, and Kensington Capital Acquisition Corp., a special purpose acquisition company (SPAC), announced a definitive agreement for a business combination that would result in QuantumScape becoming a publicly listed company. The combined company will be named QuantumScape and is expected to remain listed on the NYSE. Wilson Sonsini Goodrich & Rosati is advising QuantumScape in the transaction.

QuantumScape is focused on developing solid-state batteries and developing a scalable manufacturing process to commercialize its battery technology for the automotive industry. The company believes the proceeds from its transaction with Kensington Capital Acquisition Corp. will fully fund the company through the start of production via its previously announced manufacturing joint venture with the Volkswagen Group to prepare for the mass production of solid-state batteries for Volkswagen.

The business combination values QuantumScape at an implied $3.3 billion pro forma enterprise value. The boards of directors of both Kensington and QuantumScape have approved the proposed transaction, which is expected to be completed in the fourth quarter of 2020. Through the business combination, QuantumScape raises more than $700 million in proceeds, which includes a $500 million fully committed PIPE anchored by institutional investors including Fidelity Management & Research Company LLC and Janus Henderson Investors. The transaction results in more than $1 billion in cash and funding commitments, including QuantumScape’s Series F financing led by Volkswagen Group and Qatar Investment Authority.

The Wilson Sonsini team advising QuantumScape includes the following attorneys:

Corporate
Michael Danaher, Partner
Mark Baudler, Partner
Richard Blake, Partner
Erika Muhl, Of Counsel
Angela Chen, Associate
Julian Wong, Associate
Annie Giomi, Associate
Mary O’Brien, Associate
Lyman Thai, Associate

Mergers & Acquisitions
Ethan Lutske, Partner
Brendan Mahan, Associate
Brian Chan, Associate
Elia Perez Villamarin, Associate

Employee Benefits & Compensation
Scott McCall, Partner
Sriram Krishnamurthy, Partner
Matthew Norgard, Associate

Tax
Myra Sutanto Shen, Partner
Derek Wallace, Of Counsel

Technology Transactions
Adam Shevell, Partner

Please see QuantumScape’s press release for more information.