Shapeways to List on NYSE via Merger With Galileo Acquisition Corp.
Transaction to provide $195 million of net proceeds to the company, including a $75 million common stock PIPE at $10/share anchored by investors Desktop Metal, Miller Value, and XN.
April 28, 2021
Shapeways, Inc., a global digital manufacturing platform, and Galileo Acquisition Corp., a publicly-traded special purpose acquisition company, announce that they have entered into a definitive merger agreement for a merger transaction in which Shapeways will be acquired by Galileo. Upon closing of the transaction, the combined company will be named Shapeways Holdings, Inc. and is expected to remain listed on the NYSE under the new ticker symbol, SHPW. The combined company will be led by Greg Kress, Shapeways’ chief executive officer.
Shapeways is a large, fast-growing digital manufacturing industry combining flexible on-demand manufacturing powered by purpose-built software that enables customers to rapidly transform digital designs into physical products, globally. Shapeways makes industrial-grade additive manufacturing accessible by fully digitizing the end-to-end manufacturing process, and by providing solutions using 11 additive manufacturing technologies and more than 90 materials and finishes.
Shapeways’ manufacturing “operating system” is agnostic to hardware technology and materials. The company supports a broad range of customers, ranging from individual project-focused engineers to small and large enterprises requiring high-mix production at scale.
Shapeways’ platform is positioned to scale across materials, markets and technologies. Expanding additive manufacturing capabilities will enable acceleration of adoption in key markets including industrial, medical, automotive and aerospace. As an example, Shapeways has signed a strategic partnership with Desktop Metal, a company focused on additive manufacturing metal technologies, an important expansion beyond Shapeways’ current focus on polymers.
In terms of markets, Asia represents an opportunity for expansion beyond the United States and Europe given the sizable annual manufacturing output from that region, according to Shapeways. In 2020, Shapeways began licensing a commercialized SaaS version of its software to key partners, enabling them to deploy Shapeways’ manufacturing operating system within their own organizations.
Shapeways Investment Highlights
- Opportunity in large, fast growing digital manufacturing market
- Flexible on-demand manufacturing with purpose-built software
- Agnostic to hardware and materials, which allows scalability and quick adaptability to market shifts
- Broad use across customer types and industries with global delivery to end customers in over 160 countries
- Experienced management team with investor support
- Scalable financial model with opportunity to consolidate fragmented market
“Our vision to enable anyone to rapidly transform digital designs to physical products is reaching a significant milestone today as we transition Shapeways into a public company,” said Greg Kress, chief executive officer of Shapeways. “We have been successfully executing on our vision, and this capital will allow us to empower digital manufacturing at scale, accelerating Shapeways’ additive manufacturing capabilities while expanding the company’s material and technology offerings to more markets and industries.”
“Shapeways fits our mandate given its North American and European nexus, market leadership position, and growth profile,” Luca Giacometti, chairman and CEO of Galileo comments. “Our team, having decades of experience advising, investing and operating businesses across U.S. and European markets, was immediately attracted to Shapeways’ platform which is supported by its proprietary software capabilities and ability to provide solutions to any company.”
The business combination values Shapeways at a $410 million pro forma enterprise value, at the $10/share PIPE price that implies an equity value of $605 million assuming minimal redemptions by Galileo shareholders. The transaction will provide more than $195 million of net proceeds to the Company, including a $75 million fully committed common stock PIPE anchored by top-tier institutional investors including Miller Value Partners and XN, along with a strategic partner Desktop Metal. Cash proceeds will primarily be used to accelerate Shapeways’ metal additive manufacturing capabilities, expand the Company’s material and technology offerings to extend market reach and grow customer share of wallet as well as to provide additional working capital.
The boards of directors of Galileo and Shapeways have unanimously approved the transaction. Completion of the proposed transaction is subject to approval of Galileo shareholders and other customary closing conditions, including the receipt of certain regulatory approvals. As a result of the signing of a definitive agreement, Galileo will have until October 22, 2021 to consummate the business combination. The transaction is expected to close in the summer of 2021.
Additional information about the proposed transaction, including a copy of the merger agreement and investor presentation, will be provided in a Current Report on Form 8-K to be filed by Galileo with the Securities and Exchange Commission and will be available here.
Stifel is serving as the exclusive financial and capital markets advisor to Shapeways and as sole placement agent to Galileo for the PIPE. EarlyBirdCapital is serving as financial and capital markets advisor to Galileo. Needham & Company and Craig-Hallum are acting as capital markets advisors to Galileo. Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP is serving as legal advisor to Shapeways, and Ellenoff Grossman & Schole LLP is serving as legal advisor to Galileo. ICR is serving as investor relations and communications advisor to Shapeways.
Sources: Press materials received from the company and additional information gleaned from the company’s website.