We are advising LIV Capital Acquisition Corp. II, a SPAC, on the transaction

Davis Polk is advising LIV Capital Acquisition Corp. II on its business combination agreement with Covalto Ltd. The deal values Covalto at an implied $547 million pro-forma enterprise value. This transaction will be accompanied by a committed financing of $60 million, $30 million of which has previously been funded and $30 million of which will be funded by LIV Capital following this announcement. Upon closing of the transaction LIV Capital Acquisition Corp. II will be renamed Covalto and remain listed on Nasdaq under the new ticker symbol “CVTO”.  The transaction is expected to close in the first quarter of 2023.

LIV Capital Acquisition Corp. II is a newly organized special purpose acquisition company (SPAC) formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. LIV Capital is a private equity fund manager founded in 2000 in order to make equity investments in high-growth businesses in Mexico.

Founded in 2015, Covalto is a leading digital banking and services platform for small and mid-sized enterprises in Mexico. The company provides lending, banking and business analytics solutions to support small and mid-sized enterprises throughout their lifecycle via products that are superior in price, speed of delivery and quality of customer experience.

The Davis Polk corporate team includes partners Leonard Kreynin and Derek Dostal and associates Sharanjit Kaur Sandhu, Nicholas Anthony Kellum and Michael Jiang. The tax team includes partner Kara L. Mungovan and associate Daniel L. Jose. The executive compensation team includes partner Adam Kaminsky and associate Justin Alexander Kasprisin. The intellectual property and technology transactions team includes partner Pritesh P. Shah. Members of the Davis Polk team are based in the New York and Washington DC offices.