Cadwalader Advises one on $2.1 Billion Business Combination with Markforged

February 24, 2021

Cadwalader is advising one (NYSE: AONE), a special purpose acquisition company (SPAC), in its $2.1 billion definitive merger agreement with Markforged, Inc., the creator of an integrated metal and carbon fiber additive manufacturing platform, The Digital Forge. The transaction will provide $425 million in gross proceeds to Markforged, assuming no redemptions by one shareholders, including a $210 million PIPE financing from investors and certain existing Markforged shareholders. Upon completion of the transaction, the combined company will retain the Markforged name and will be listed on the New York Stock Exchange under the ticker symbol “MKFG.” The transaction is expected to be completed in the summer of 2021 and is subject to shareholder approval and other customary closing conditions.

Founded by technology industry veteran Kevin Hartz, one is a SPAC sponsored by A* formed for the purpose of effecting a business combination with one or more businesses in the innovation economy. one completed its initial public offering in August 2020, raising $215 million in cash proceeds.

Markforged’s AI-powered and intuitive additive manufacturing platform delivers tangible value to customers by solving demanding applications across key verticals, including industrial automation, aerospace, military and defense, space exploration, healthcare and medical and automotive. The platform combines precise and reliable 3D printers with industrial-grade materials and cloud-based machine learning software, providing manufacturers with the resources to create more resilient and agile supply chains while saving time and money. Founded in 2013 and based in Watertown, MA, Markforged has more than 250 employees globally, with $137 million in both strategic and venture capital.

The Cadwalader team was led by Corporate partners Stephen Fraidin and Andrew Alin and associate Niral Shah and also includes Corporate associates Peter BarisoLindsey Kister and law clerk Andrew Rivera; Tax partners Linda Swartz and Jason Schwartz and associate Matthew Seitz; Employee Benefits and Compensation partner David Teigman and counsel Nicholas LaSpina; Intellectual Property partner John Moehringer, special counsel Howard Wizenfeld and associate Jaclyn Hellreich; Antitrust partner Joel Mitnick and counsel Ngoc Hulbig; Litigation special counsel James Treanor and associates Robert Duncan and Keith Gerver; Real Estate special counsel Nick Brandfon and associate Michael Schromm; and Environmental counsel Bill White.