SEATTLE – Rover is going public.
A Place for Rover Inc., a network of pet sitters and dog walkers, has signed a business combination agreement with Nebula Caravel Acquisition Corp. (Nasdaq: NEBC). Caravel is a publicly traded special purpose acquisition company sponsored by True Wind Capital. Upon closing of the transaction, Caravel will be renamed Rover Group and remain Nasdaq-listed under the ticker symbol “ROVR,” according to a press release.
The deal values the combined company at $1.35 billion.
Rover co-founder and CEO Aaron Easterly will continue to lead the management team. Adam Clammer, CEO of Caravel and founding partner of True Wind Capital, will serve as a director on the combined company’s board.
“Today’s transaction marks a key milestone in Rover’s effort to build an enduring business that will fundamentally change the pet care industry,” Easterly said. “Partnering with the True Wind team represents a unique opportunity to bring the unconditional love of pets to more people. A public listing will provide the capital to accelerate the expansion of core service offerings, support other pet types, and continue to grow our geographic footprint.”
Clammer said, “We look forward to partnering with Aaron and the rest of Rover’s management team at this exciting inflection point. We believe that management has built an extraordinary business and we’re excited to support them along their public market journey.”
Additional details from the release:
The transaction values Rover at an enterprise value of approximately $1.350 billion. Institutional investors have committed to a private investment of $50 million in Class A common stock of the combined company that will close concurrently with the business combination. It is anticipated that the combined company will have an equity market capitalization at closing of approximately $1.63 billion and have over $300 million of unrestricted cash on the balance sheet, subject to any redemptions by Caravel stockholders.
Rover and Caravel board of directors have unanimously approved the proposed business combination. Completion of the proposed business combination is expected in the first half of 2021. The transaction will be effected pursuant to the terms and conditions of the Business Combination Agreement entered into by Rover and Caravel, which contains customary closing conditions including the registration statement being declared effective by the Securities and Exchange Commission (“SEC”), approval by the stockholders of Rover and Caravel, and certain regulatory approvals.
Rover connects pet parents with providers offering services such as boarding, in-home pet sitting, doggy daycare, dog walking, drop-in visits and grooming. Its platform and mobile app allow users to find, book, pay and review providers online.