Fortress Value Acquisition Corp. V has closed an initial public offering that sold 25 million Class A ordinary shares at $10.00 per share, generating gross proceeds of $250 million before accounting for underwriting fees and expenses.
The special purpose acquisition company is sponsored by an affiliate of Fortress Investment Group LLC and began trading on the Nasdaq Global Market under the ticker symbol "FVAV" on February 26. The entity was established with the purpose of pursuing mergers, acquisitions or similar business combinations with other companies.
Deutsche Bank Securities Inc. acted as the sole underwriter for the offering. As part of the underwriting agreement, Deutsche Bank received a 45-day option to purchase up to 3.75 million additional Class A ordinary shares to cover over-allotments, should that option be exercised.
Regulatory milestones for the transaction were completed when the Securities and Exchange Commission declared the company's registration statement effective on February 25 under the Securities Act of 1933. The offering was made available exclusively through a prospectus obtainable from Deutsche Bank Securities.
Special purpose acquisition companies, commonly known as SPACs or blank-check companies, raise capital through public offerings with the stated objective of identifying and completing a business combination within a defined period. In this case, the customary timeframe for completing a business combination is typically two years from the IPO closing date.
Deal context and structure
The transaction structure included the sale of Class A ordinary shares at a fixed offering price and an underwriter option to cover any over-allotments. The sponsorship by an affiliate of Fortress Investment Group LLC and the sole underwriter role taken by Deutsche Bank were disclosed in the offering documentation. The SEC's effectiveness determination on February 25 cleared the way for shares to begin trading the following day.
Execution and distribution
The offering was distributed solely through a prospectus available from Deutsche Bank Securities, consistent with the regulatory process outlined in the Securities Act of 1933 for registered offerings.
Next steps for the company
Following the IPO, the company will pursue business combination opportunities in accordance with its charter. The two-year period commonly associated with SPACs sets an internal timeline for identifying and closing a qualifying transaction.