We are advising Valens on its business combination with a SPAC

Davis Polk is advising Valens Semiconductor Ltd. in connection with its $1.16 billion combination with PTK Acquisition Corp. The combined company will be called Valens and will trade on the NYSE. The transaction is expected to deliver approximately $240 million of gross proceeds, including up to $115 million of cash held in PTK's trust account (assuming no redemptions) and $125 million from a fully subscribed PIPE offering led by an established global institutional investor, as well as by Mediatek. The transaction, which is expected to close in the fall of 2021, requires the approval of the stockholders of PTK and Valens and is subject to customary closing conditions.

Valens is a leading provider of semiconductor products, pushing the boundaries of connectivity by enabling long-reach, high-speed video and data transmission for the audio-video and automotive industries. PTK Acquisition Corp. is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses.

The Davis Polk corporate team includes partners Michael Kaplan and Brian Wolfe and associates Samuel S. Kim, Samuel Liebmann and Chris Van Buren. Partner Adam Kaminsky is providing executive compensation advice. The tax team includes partner David H. Schnabel and associate Aliza Slansky. Partner Pritesh P. Shah and associate Mikaela Dealissia are providing intellectual property advice. Members of the Davis Polk team are based in the New York and Washington DC offices.