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Ambipar Response and HPX Corp. Announce US$798 Million Business Combination

07.07.22
Simpson Thacher is representing existing client Ambipar Participações e Empreendimentos S.A. (“Ambipar Group”) (B3: AMBP3) and its wholly owned subsidiary Ambipar Response Limited (“Ambipar Response”) in connection with its entry into a definitive business combination agreement and plan of merger with HPX Corp (NYSE:HPX), a publicly traded special purpose acquisition company. As a result of the transaction, Ambipar Response will merge with HPX Corp and become a publicly listed company on the NYSE. The pro forma implied equity value of Ambipar Response post-merger is expected to be approximately US$798 million, assuming no redemptions.

Founded in 1995 by Tercio Borlenghi Jr, Ambipar Response provides a wide range of emergency, environmental and industrial services to a diversified client base in logistics, chemical, oil and gas, mining and industrial sectors. Headquartered in São Paulo, Brazil, Ambipar Response has a portfolio of over 10,000 customers with long-standing relationships in a variety of sectors and geographies, including North America (U.S., Canada), Europe (mainly U.K.), and LatAm (Chile, Colombia, Peru, among others). 

The Simpson Thacher team includes Grenfel Calheiros, Mark Brod, Mark Pflug, Borja Marcos, Luiz Noronha, Siddharth Fresa, Isabel de Carvalho e Silva, Julia Pinheiro and Leonardo Carneiro (Corporate – São Paulo and New York); Benjamin Rippeon and William Smolinski (Tax); Tristan Brown, Harry Hudesman and Brian Chung (Executive Compensation and Employee Benefits); Lori Lesser and Bobbie Burrows (Intellectual Property); Kelly Karapetyan, James Goldfeier and Richard Jamgochian (Antitrust); Michael Isby and Deepa Sarkar (Environmental); and Mick Tuesley, Étienne Renaudeau, Claire DiMario, Michael Kalinin and Luke Cowdell (Regulatory).