Tuesday 01 December 2020

US-based smart window company View, Inc and US-based special purpose acquisition company CF Finance acquisition Corp. II (NASDAQ: CFII), which is sponsored by Cantor Fitzgerald, have entered into a definitive merger agreement, the companies said.

The combined company will be called View, Inc. and will be publicly listed on the NASDAQ market following the close of the transaction.

View is in next-generation smart windows that use artificial intelligence and machine learning which will tint the glass to optimize natural light while controlling heat and glare to enhance mental and physical well-being for occupants, creating smart connected buildings which reduce energy consumption and greenhouse gas emissions.

View serves diverse real estate segments including corporate office, airports, multifamily, education, and healthcare.

Strong secular tailwinds of climate change, human health and smart buildings are driving demand for View's smart windows.

Environmental, social and governance initiatives and growing government regulations require buildings to retrofit and become energy efficient and net-zero-energy dwellings.

Following the closing of the transaction, View chairman and CEO, Dr. Rao Mulpuri, and CFO, Vidul Prakash, will continue to lead View, supported by a deep and talented management team with substantial experience scaling high-growth businesses.

The board of directors of each of View and CF Finance acquisition Corp. II have unanimously approved the transaction.

This transaction will require the approval of the stockholders of CF Finance acquisition Corp. II and View, and is subject to other customary closing conditions, including the receipt of certain regulatory approvals.

The transaction is expected to close in 1Q21.

Assuming no redemptions by CF II stockholders, the transaction is expected to deliver up to USD 800m of gross proceeds including the contribution of up to USD 500m of cash held in CFII's trust account from its initial public offering. The transaction is further supported by a USD 300m private investment in public equity at USD 10.00 per share.

All cash remaining in CF II at the closing after paying off transaction expenses and CF II liabilities is expected to be used to retire debt and to add cash to View's balance sheet for working capital, growth capex and other general corporate purposes.

Goldman Sachs and Co. LLC is acting as exclusive financial advisor to View. Skadden, Arps, Slate, Meagher and Flom LLP is acting as legal advisor to View.

Cantor Fitzgerald and Co. is acting as financial and capital markets advisor to CF II. Hughes Hubbard and Reed LLP and Ellenoff Grossman and Schole LLP are acting as legal advisors to CF II.

Cantor Fitzgerald and Co. and Goldman Sachs and Co. LLC served as placement agents for the PIPE financing.

CF Finance Acquisition Corp. II is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

Cantor Fitzgerald and Co. is an investment bank serving more than 5,000 institutional clients around the world, recognized for its strengths in fixed income and equity capital markets, investment banking, prime brokerage, and commercial real estate and for its global distribution platform.