Adam S. Namoury

• Representation of Greenstone Corporation, an established gold mining company in the sub-Saharan gold mining industry, in connection with the execution of a definitive business combination agreement with Hennessy Capital Investment Corp. VI., a publicly traded special purpose acquisition company. The transaction values Greenstone at a pre-money enterprise value of $500 million, with up to an additional $300 million of value tied to the completion of operational milestones. At closing, which is expected to be completed in the fourth quarter of 2024, the combined public company will be named “Namib Minerals” and will list its securities on Nasdaq.
• Representation of Capital A Berhard, a public company listed on the Kuala Lumpur Stock Exchange, in connection with the execution of a definitive business combination agreement with Aetherium Acquisition Corp., a publicly traded special purpose acquisition company, to list Capital A International, a global brand management platform, specializing in the expansion, management and licensing of the AirAsia brand, on NASDAQ. The transaction values Capital A International at $1.15 billion and the closing of the transaction is expected to occur in the fourth quarter of 2024.
• Representation of AtlasClear, Inc. in connection with the closing of its previously announced business combination with Quantum FinTech Acquisition Corporation and add-on acquisition of the full-service correspondent securities broker-dealerbroker-dealer, Wilson-Davis & Co., Inc., which resulted in the combined company’s common shares to start trading on NYSE American under the ticker symbol ATCH.
• Representation of Perception Capital Corp. III, a publicly-traded special purpose acquisition company, in connection with the execution of a definitive business combination agreement with RBio Energy Corporation (“RBio Energy”) that would result in RBio Energy becoming a publicly traded company. The transaction is expected to catalyze RBio Energy’s planned development of biorefinery assets and biomass and biogas power generation capacity.
• Representation of Crystal Lagoons U.S. Corp., a Delaware company that develops technology for the construction and maintenance of crystalline water lagoons of unlimited sizes, in connection with the execution of a definitive merger agreement with Twelve Seas Investment Company II (“Twelve Seas”), a publicly traded special purpose acquisition company. At the closing of the merger agreement, which implies a $350 million pre-money equity value for Crystal Lagoons and is expected to occur in the second quarter of 2024, Crystal Lagoons will merge with Twelve Seas and become a publicly-listed entity trading on the NASDAQ or the NYSE.
• Representation of Berenson Acquisition Corp. I, a special purpose acquisition company, in connection with a definitive business combination agreement with Custom Health Inc., an in-home medication delivery and remote patient monitoring company. The transaction, which is expected to close the second quarter of 2024, values Custom Health at a pre-money equity value of $185 million. Upon closing of the transaction, the combined company is expected to trade on the NYSE under its existing name, Custom Health Inc.
• Representation of Check-Cap Ltd., an Israeli public company in connection with the negotiation and execution of a definitive business combination agreement with Keystone Dental Holdings, Inc. The transaction values Check-Cap’s equity at $39.7 million and Keystone’s equity at $225 million, and provides for a Check-Cap net cash target of $22.3 million at closing.
• Representation of Golden Arrow Merger Corp., a blank check company, in connection with a definitive business combination agreement with Bolt Threads, Inc., a pioneer ins sustainable biomaterials for consumer products. The transaction, which is expected to close in the first quarter of 2024, values the company at an enterprise value of $346 million. Upon closing, the combined company is expected to trade on Nasdaq under the name “Bolt Projects Holdings, Inc.”
• Representation of Immersed Inc., a leading provider of enterprise AI productivity solutions that use spatial computing to digitally transform the work environment, in connection with its definitive business combination agreement with Maquia Capital Acquisition Corp., a publicly traded special purpose acquisition company. The transaction values Immersed Inc. at $150 million. Upon closing of the transaction, the combined company will be named Immersed In. and is expected to be listed on Nasdaq under the ticker symbol “AIMR”.
• Representation of Nuvo Group Ltd., an Israeli pregnancy care company which has developed an FDA-cleared remote pregnancy monitoring platform, in connection with the execution of a definitive business combination agreement with LAMF Global Ventures Corp. I, a publicly traded special purpose acquisition company. The transaction, which is expected to close in the first quarter of 2024, values Nuvo at a pre-money equity value of approximately $300 million. Upon closing, the combined company’s shares are expected to be listed on NASDAQ.
• Representation of JEPLAN, Inc., a Japanese PET chemical recycling technology company, in connection with the negotiation and execution of a definitive business combination agreement with AP Acquisition Corp, a special purpose acquisition company. The transaction, which is expected to close in the third or fourth quarter of 2023, values JEPLAN’s equity at $300 million. Upon closing of the transaction, the combined company will be named “JEPLAN Holdings, Inc.” and is expected to be listed on the NYSE under the ticker symbols “JPL” and “JPL WS,” respectively.
• Representation of Regentis Biomaterials Ltd., an Israel-based regenerative medicine company, in connection with its execution of a definitive merger agreement with OceanTech Acquisitions I Corp., a New York-based special purpose acquisition company. The transaction, which is expected to close in the second half of 2023, values the company at an enterprise value of approximately $95 million. Upon closing, the combined company will become publicly listed on Nasdaq.
• Representation of Kakaopay Corporation, a fintech subsidiary of Korean-based conglomerate Kakao Corp., on its agreement to purchase newly issued shares representing 19.9% interest in Siebert Financial Corp. Subject to shareholder and regulatory approvals, Kakao Pay will acquire an additional 31.1% interest in Siebert by purchase of additional newly issued shares. After the close of this second transaction, Kakao Pay will become the majority shareholder of Siebert with a total of 51% ownership of Siebert.
• Representation of Rose Hill Acquisition Corporation, a publicly traded special purpose acquisition company, in connection with its entering into a definitive business combination agreement with Inversiones e Inmobilaria GHC Ltda (Prize), a leading exporter of superfruits based in Chile. The transaction, which is expected to close in the first quarter of 2023, values Prize at an implied initial enterprise value of approximately $425 million. The combined company will be the first Chilean enterprise to initially list directly on a U.S. Exchange. Upon closing, the combined company expects its ordinary shares and warrants to trade on Nasdaq under the ticker symbols "PRZE" and "PRZE WS", respectively.
• Representation of INFINT Acquisition Corporation, a publicly traded special purpose acquisition company, in connection with its execution of a definitive business combination agreement with Seamless Group Inc., a leading global fintech platform that delivers global financial inclusivity for the unbanked and migrant workers in South East Asia and enables cross-border digital remittances as well as cashless payment solutions to millions without proper access to mainstream financial services. The transaction, which is expected to close in the first quarter of 2023, values Seamless at an enterprise value of $400 million. Upon closing, the combined company’s ordinary shares are expected to be listed on the New York Stock Exchange.
• Representation of DPCM Capital Inc., a publicly traded special purpose acquisition company, in connection with the execution of a definitive transaction agreement with D-Wave Systems, Inc., a leader in quantum computing systems, software, and services and the only provider building both annealing and gate-model quantum computers (D-Wave). The transaction valued D-Wave at an equity value of $1.2 billion.
• Representation of Nettar Group, Inc. (Nettar), a leader in high‐resolution satellite data collection, in connection with its business combination with CF Acquisition Corp. V (CFAC V), a special purpose acquisition company sponsored by Cantor Fitzgerald, and its $150 million private placement from Liberty Strategic Capital. The transaction valued the combined company at an enterprise value of $850 million. The combined company will operate as Satellogic Inc. and is listed on Nasdaq under the ticker symbol “SATL”.
• Representation of MCAP Acquisition Corporation, a publicly traded special purpose acquisition company, sponsored by an affiliate of Chicago‐based asset manager Monroe Capital LLC, in its business combination with AdTheorent Holding Company, LLC, a programmatic digital advertising company using advanced machine learning technology and privacy-forward solutions to deliver measurable value for advertisers and marketers. With the closing of the transaction the combined company was renamed AdTheorent Holding Company, Inc. and its common stock and warrants began trading on the Nasdaq Capital Market.
• Representation of Replay Acquisition Corp. (Replay) in connection with entering into a business combination agreement with Finance of America Equity Capital LLC (Finance of America), a Blackstone-backed end-to-end lending and services platform that operates in market sectors that include mortgages, reverse mortgages, commercial real estate and fixed income investing. The transaction was structured as an “Up-C” and a “double dummy” merger pursuant to which Finance of America undertook a reorganization and a newly formed company acquired Replay and an interest in Finance of America and the combined company become a NYSE listed public company. The transaction implied an equity valuation at closing for the combined company of $1.912 billion.
• Representation of Arrival S.à r.l. in its $5.4 billion business combination with SPAC CIIG Merger Group – Arrival S.à r.l. is a BlackRock-backed UK electric vehicle company that manufactures zero-emission buses and vans designed for public transit and commercial fleets.
• Representation of New Beginnings Acquisition Corp., a special purpose acquisition company (SPAC) in connection with its business combination with Airspan Networks Inc., a company that provides ground- breaking, disruptive software and hardware for 5G network solutions. With the closing of the transaction, the combined company is named Airspan Networks Holdings Inc. and trades on the NYSE with the ticker symbol “MIMO”.
• Representation of SH Parent, Inc. (Parallel), one of the largest privately-held multi-state cannabis operators in the U.S., in its definitive agreement to combine with Ceres Acquisition Corp. and its anticipated NEO exchange listing with an enterprise value of US$1.884 billion (definitive agreement terminated).
• Representation of ARKO Holdings Ltd., an Israeli public holding company whose primary asset is a controlling stake in GPM Investments, LLC, the seventh largest convenience store chain the United States, in its business combination with Haymaker Acquisition Corp. II.
• Representation of Schultze Special Purpose Acquisition Corporation (SAMA) with its business combination with Clever Leaves International Inc., one of the largest cultivators, extractors and producers of pharmaceutical-grade medical cannabis and hemp extracts in Latin America and among the largest in the world, including Canada’s licensed producers and top extractors. Pursuant to the business combination, a newly formed holding company acquired SAMA and Clever Leaves and became a NASDAQ-listed public company trading under the new ticker symbol “CLVR”. The transaction had an enterprise value of $255 million.
• Representation of Pensare Acquisition Corp. in its business combination with Stratos Management Systems, Inc., which does business as Computex Technology Solutions, a leading IT Solutions and Managed Services Provider. With the closing of the transaction Pensare was renamed American Virtual Cloud Technologies, Inc.
• Representation of Nebula Acquisition Corporation in connection with its business combination with Open Lending, a Texas-based company who, through its flagship product, Lenders Protection, offers loan analytics, risk-based pricing, risk modelling and default insurance ensuring profitable auto loan portfolios for financial institutions throughout the United States. Upon completion of the business combination, Nebula changed its name to Open Lending.
• Representation of VectoIQ Acquisition Corp. in its merger with Nikola Corporation, a leader in the design and development of BEV and FCEV class 8 semi-trucks.
• Representation of DFB Healthcare Acquisition Corp. in its business combination with AdaptHealth, a full-service medical equipment company.
• Representation of Emulex Corporation, a leader in network connectivity, monitoring, and management, in connection with its acquisition by Avago Technologies Limited under which Avago commenced a cash tender offer at $8 per share for an approximate total value of $609 million.°
• Representation of Parakou Tankers, Inc., a fully integrated industrial shipping company engaged in the seaborne transportation of liquid petroleum products, in connection with its merger with Cambridge Capital Acquisition Corporation whereby Parakou will become a publicly listed company.°
• Representation of ACI Worldwide, Inc., a leading provider of payment systems, in connection its acquisition and related financing of Online Resources, a leading provider of online banking and full-service bill pay solutions, in an all cash transaction for $263 million.°

• Representation of CBRE Group, Inc. in connection with the following transactions:
  • the acquisition of NRG Energy’s renewable advisory group, which specializes in brokering and advising on renewable energy transactions; and
  • the acquisition of Angus Consulting Management Limited, a market-leading provider of facilities management technical services.
• Representation of the sellers in in connection with the sale of CBBG Group, an expert firm in the Middle East and Europe with a highly skilled group of construction professionals who support delay, disruption, and quantum disputes, to The Vertex Companies, LLC, a portfolio company of Wind Point Partners.
• Representation of Andreessen Horowitz in the $350 million financing of Flow, a residential real estate company. The financing is considered to be one of the largest financings of a startup in the United States.
• Representation of Korea Investment Corporation, a government-owned investment organization that manages the sovereign wealth fund (SWF) for the Government of South Korea, in connection with its acquisition of a minority stake in Golub Capital, a credit asset manager based in the United States with over $40 billion of capital under management. 
• Representation of Grupo Unigel, a leading Brazilian chemical and petrochemical company specializing in the production of acrylics, styrenes, fertilizers, and thermoplastic resins, in the sale of 100% of the shares of Plastiglas de México, a leader in the acrylic sheet market in Mexico, the United States, and Canada, to Grupo Verzatec.
• Representation of All New York Title Agency Corp., a title agency offering insurance and real estate transaction-related services in the Tri State Area, in connection with its acquisition by an affiliate of Stewart Information Services Corporation (NYSE: STC), a real estate information, title insurance and transaction management public company.
• Representation of Ameriforge Group, Inc. d/b/a AFGlobal Corporation and its affiliates in connection with the following transactions:
  • the sale of Industrias Maass de Mexico, LLC and Industrias Maass de Mexico S. de R.L., to Gulf Manufacturing, LLC;
  • the sale of NRG Manufacturing, Inc., a drilling rig component manufacturer, to ProFrac Holdings II, LLC;  
• the sale of AMI US Holdings, Inc., a key provider of automation, controls and data management systems in the oil and gas industry, to ProFrac Holdings II, LLC.Representation of Artek US Holdings Corp., a leading player in the global specialty chemicals industry and a subsidiary of the Praana Group, in connection with the closing of its acquisition of the energy-related oil and gas division from Kemira Oyj.
• Representation of Rentokil North America, a global pest control leader, in connection with its acquisition of Environmental Pest Service, the parent company of But Out Service and Arrow Environmental Services.
• Representation of Orogen Group (Orogen) in connection with its majority investment in Westcor Land Title Insurance Company (Westcor), the largest privately-held title insurance company in the United States.
• Representation of Smiths Detection, part of Smiths Group, in connection with its acquisition of PathSensors, a leading bio-technology solutions and environmental-testing company based in Baltimore, MD. Representation of Earth Networks, Inc., a provider of comprehensive and automated weather data solutions, in a buyout by Advanced Environmental Monitoring and its sponsor private equity fund Union Park Capital.
• Representation of Valbruna Canada Ltd., a subsidiary of Acciaierie Valbruna S.p.A, in its acquisition of ASW Steel Inc., the Canadian specialty steel subsidiary of Ampco-Pittsburgh Corporation (NYSE: AP).
• Representation of Verizon Communications Inc. on the sale of its cloud and managed hosting service business to International Business Machines Corporation.°
• Representation of International Automotive Components Group S.A. in the formation of a global joint venture with Shanghai Shenda Co. Ltd. to supply soft trim and acoustics products to automotive original equipment manufacturers pursuant to which Shenda acquired a 70% stake in the joint venture based on an enterprise value of $570 million and IAC retained a 30% interest.°
• Representation of Verizon Communications Inc. in its $3.6 billion sale of 24 data center sites to Equinix, Inc.°
• Representation of an affiliate of The Scotts Miracle-Gro Company in connection with the acquisition of American Agritech, L.L.C. a/k/a Botanicare, a leading plant nutrient and hydroponics products provider.°
• Representation of affiliates of The Scotts Miracle-Gro Company in connection with the acquisition of a 75% interest in the horticultural lighting business of Gavita, a Dutch leading horticultural lighting company.°
• Representation of an affiliate of Verint Systems Inc. in connection with its investment in BPA International, Inc. and BPA Corporate Facilitation Limited., a leading quality evaluation and customer insight provider.°
• Representation of Marvin’s, Inc., an operator of 28 home improvement stores throughout Alabama, Mississippi, Georgia and Tennessee, in connection with its acquisition by Tyndale Advisors, LLC, a provider of advisory and management services to retailers in the home improvement industry.°
• Representation of Advised NII Holdings, Inc., a provider of differentiated mobile communication services operating under the Nextel brand in Latin America, in connection with the sale of its Mexican operations managed by its indirect subsidiary, Nextel de Mexico, S.A. de C.V., to AT&T for $1.875 billion, less the outstanding net debt of the business at closing.
• Representation of Hyster-Yale Materials Handling, Inc. in connection with its acquisition of Nuvera Fuel Cells, Inc. by its operating company, NACCO Materials Handling Group, Inc.°
• Representation of BAE Systems, a leading multinational defense, security, and aerospace company, in connection with its acquisition of Perimeter Internetworking Corp., d/b/a SilverSky, a commercial cyber service provider, for £144.4 million (US$232.5 million).°
• Representation of the majority owners of Demoulas Supermarkets Inc. in connection with the sale of their 50.5 percent ownership interests to the minority owners for approximately $1.7 billion.°
• Representation of Verint Systems Inc. in connection with its acquisition of Victrio, Inc., a provider of fraud prevention and identity authentications solutions.°
• Representation of Michael Baker Corporation, a provider of professional engineering and consulting services, in its $396.5 million acquisition by Integrated Mission Solutions, an affiliate of DC Capital Partners.°
• Representation of NII Holdings, Inc. in connection with the sale of 100% of the equity of Nextel del Perú S.A., a Peruvian subsidiary of NII Holdings, Inc., to Empresa Nacional de Telecomunicaciones S.A. for $410.6 million.°
• Representation of Gavilon Holdings, LLC in connection with its $2.7 billion acquisition by Marubeni Corporation, one of the largest general trading companies in Japan.°
• Representation of Linedata Services, S.A. in connection with its acquisition of HCL Technologies' CapitalStream business and entry into a strategic partnership with HCL Technologies Ltd.°

• Representation of Fenix Parts, a leading recycler and reseller of original equipment manufacturer automotive parts with 32 full- and self-service sites across the United States, in connection with the closing of a single asset continuation vehicle with Stellex Capital Management.
• Representation of M & V. Provision Co. Inc., a wholesale distribution company catering to the deli market and highlighted by its trusted Northside Brand, in connection with the sale of its business to Legacy Food Group (Legacy) as well as an investment by Quad-C Management, Inc. (Quad-C), a mid-market private equity investment firm.
• Representation of Nitron Group in connection with its formation of a joint venture with Cartesian Capital Group pursuant to which Cartesian acquired a minority interest in Nitron’s trading and logistics businesses and Nitron retained a majority interest.°
• Representation of Goode Partners LLC in connection with its investment in Stonefire Grille, Inc., a chain of barbeque restaurants in California.°
• Representation of Koch Equity Development LLC, the investment and acquisition subsidiary of Koch Industries, Inc., in connection with the acquisition of Truck-Lite Co., LLC, alongside BDT Capital Partners, LLC, through its investment funds.°
• Representation of Advised Bespoke Capital Partners in its partnership with Noël Group to acquire Nomacorc, LLC, the world's largest producer of synthetic wine corks, from Summit Partners.°
• Representation of Fitness Capital Partners, a fund organized by Dean Bradley Osborne and Global Leisure Partners, and a one third partner in the buyer group with AEA Investors and Ontario Teachers' Pension Plan, in connection with the $1.85 billion acquisition of 24 Hour Fitness USA, Inc. from Forstmann Little & Co.°
• Representation of Gavilon, LLC in connection with the sale of its equity interests in the diversified midstream energy business owned by funds managed by Ospraie Management, General Atlantic, and Soros Fund Management, on a cash free, debt free basis to NGL Energy Partners LP for $890 million.°
• Representation of One Equity Partners in connection with the sale of the wound care business of Systagenix to Kinetic Concepts, Inc. for $485 million.°
• Representation of One Equity Partners’ portfolio company, Travel Leaders Group, LLC, in connection with its acquisition of Protravel International Inc., a NY based travel agency.°
• Representation of Goode Partners LLC in connection with its investment in Dave's Killer Bread Company, a bread company based in the Pacific Northwest.°
• Representation of Violife, LLC, a provider of personal care products, in connection with the redemption and sale of its equity interests to a consortium of private equity funds. The transaction also involved the recapitalization of the company.°

• Representation of Nitron Group in connection with its trade receivables securitization facility with DZ Bank AG Deutsche Zentral-Genossenschaftsbank.
• Representation of Gavilon Energy Intermediate, LLC and its subsidiaries in connection with the negotiation and documentation of a $650 million asset based revolving loan facility in connection with the separation from Gavilon Holdings.°
• Representation of Gavilon Holdings, LLC and its subsidiaries in the negotiation and documentation of a $1.5 billion asset based revolving loan facility entered into in connection with the acquisition of Gavilon Holdings, LLC by Marubeni Corporation.°
• Representation of Frontier Communications Corporation, one of the nation's largest independent providers of telecommunications services, in connection with its $750 million revolving credit facility.°
• Representation of Verint Systems Inc. in its $850 million senior secured credit facilities in connection with the refinancing of approximately $770 million of existing senior debt.°
• Representation of Drew Marine, a portfolio company of J.F. Lehman & Company, a leading mid-market private equity firm focused on the defense aerospace and maritime sectors, in the negotiation and documentation of an asset based revolving loan facility in connection with its acquisition of Alexander/Ryan Marine & Safety and Sea Technology, a leading manufacturer, distributor, and safety certification provider for the offshore and marine industries.°

• Representation of Andreessen Horowitz in the $350 million financing of Flow, a residential real estate company. The financing is considered to be one of the largest financings of a startup in the United States.
• Representation of DetraPel, an advanced materials company that manufactures sustainable coatings, in connection with its Series A funding round led by Material Impact with participation from INX International, Touchdown Ventures, FitzGate Ventures, Boro Capital, Icebook Investments and other investors.
• Representation of Plantd, Inc., a sustainable building materials company, in connection with its Series A funding round led by American Family Ventures.

°The above representations were handled by Mr. Namoury prior to his joining Greenberg Traurig, LLP.

• Listed, IFLR1000, "Rising Star Partner," Corporate & M&A, 2024
• Listed, Super Lawyers magazine, New York Metro Super Lawyers, "Rising Stars," 2021-2023

A description of the selection methodology for the above awards can be found here. No aspect of this advertisement has been approved by the Supreme Court of New Jersey.

• Adjunct Professor of Law, Benjamin N. Cardozo School of Law, 2019-2021
• Advisory Board, Benjamin N. Cardozo School of Law, 2012-2018
• Member, New York Bar Association
• Member, American Bar Association