Wilson Sonsini Represents Aurora in Merger with Reinvent Technology Partners Y

Client Highlights

July 16, 2021

On July 15, 2021, Aurora, the self-driving technology company, has entered into a definitive business combination agreement with Reinvent Technology Partners Y (Reinvent), a special purpose acquisition company (SPAC). Upon closing of the proposed transaction, the combined company will be named Aurora Innovation, Inc. and be publicly traded, with its common stock expected to be listed on Nasdaq with the ticker symbol "AUR." Wilson Sonsini Goodrich & Rosati is representing Aurora in the transaction.

The pro forma implied market capitalization of the combined company is $13 billion, at the $10.00 per share PIPE subscription price and assuming no public shareholders of Reinvent exercise their redemption rights. The combined company is expected to have approximately $2.5 billion in cash at closing, including up to approximately $977.5 million of cash held in Reinvent’s trust account from its initial public offering which closed on March 18, 2021, assuming no public shareholders of Reinvent exercise their redemption rights. The proposed transaction is also supported by $1 billion PIPE at $10 per share. Investors include funds and accounts managed by Counterpoint Global (Morgan Stanley), PRIMECAP Management Company and XN, Baillie Gifford, funds and accounts advised by T. Rowe Price Associates, Inc., Fidelity Management & Research Company LLC, Canada Pension Plan Investment Board, Reinvent Capital, Index Ventures, Sequoia Capital, Uber, PACCAR, and Volvo Group. Existing Aurora stockholders are expected to own approximately 84 percent of the pro forma combined company following the close of the proposed transaction.

The proposed transaction is expected to close in the second half of 2021, subject to the satisfaction of customary closing conditions, including the approval of shareholders of Reinvent and the stockholders of Aurora.

The Wilson Sonsini team advising Aurora in the transaction includes:

Corporate / Capital Markets
Damien Weiss
Megan Baier
Mark Bass
Hyo Min Kim
Norman Zhang
Jennifer Gu

M&A
Todd Cleary
Ethan Lutske
Catherine Riley Tzipori
Tracy Sevush
Eric Chang

Delaware
Ryan Greecher
Adrian Broderick
Tiphanie Cascella

Litigation
Ignacio Salceda

EB&C
Sriram Krishnamurthy
Matthew Norgard

Tax
Dave Strong

TTG
Chris Paniewski
Barath Chari
Shivang Patel

Real Estate / Environmental
James McCann
Martin Sul

Privacy
Matt Staples
Daniel Chen

Labor
Rebecca Stuart
Heather Diles

Trademark
John Slafsky
Christine Au-Yeung