SuperiorMed Holdings has entered into a definitive merger agreement with Starry Sea Acquisition Corp. that is expected to make the Dubai-based healthcare management and services platform part of a publicly traded company. Financial terms and an implied valuation for SuperiorMed were not disclosed in the announcement.
SuperiorMed is a Cayman Islands holding company that will become the parent of SuperiorMed Healthcare Management FZ-LLC.
The operating platform is focused on longevity medicine, wellness services and health tourism in the United Arab Emirates.
Its services include management of clinics and wellness facilities, clinical operations, patient referral coordination and health tourism programs.
SuperiorMed also manages hotel-integrated health retreat programs and clinic and wellness projects.
The Dubai operating subsidiary owns two UAE operating subsidiaries, with one of those businesses also operating an additional branch.
Under the transaction structure, Starry Sea Acquisition Corp. will merge with and into SuperiorMed Healthcare Group, a Cayman Islands company that is currently a wholly owned subsidiary of the SPAC.
Separately and concurrently, another merger subsidiary will combine with SuperiorMed, leaving SuperiorMed as a wholly owned subsidiary of the publicly listed parent.
SuperiorMed shareholders will receive ordinary shares of the new publicly listed company.
Certain shares held by SuperiorMed shareholders will be subject to 180-day lock-up agreements after closing.
Starry Sea security holders will also receive ordinary shares of the combined company.
Both companies’ boards have approved the transaction. The closing remains subject to shareholder and regulatory approvals, effectiveness of the SEC registration statement and approval of the combined company’s stock exchange listing application.
Support: Loeb & Loeb, Hogan Lovells and Ogier are advising SuperiorMed. And Torres & Zheng at Law, GLA & Company and Harney Westwood & Riegels are advising Starry Sea.
