Trine II Acquisition Corp
A newly incorporated special purpose acquisition company
We are a newly incorporated blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities, which we refer to throughout this prospectus as our initial business combination. We have not selected any specific business combination target and we have not, nor has anyone on our behalf, engaged in any substantive discussions, directly or indirectly, with any business combination target with respect to an initial business combination with us.
Trine II Acquisition Corp. is led by Leo Hindery, Jr. and Pierre M. Henry, who co-founded Trine I in September 2018. Trine II is the second SPAC in the Trine franchise. The two share a vision of becoming long-term partners with category leading TMT management teams in order to help them realize increased scale and differentiation in public markets. Trine II’s focus is again centered on partnering with innovative and disruptive TMT companies based in North America and Europe, having successfully closed a business combination between Trine I and Desktop Metal on December 9, 2020.
At Trine II, we believe that our long-term relationships with some of the world’s leading entrepreneurs, private equity firms, venture capitalists, growth equity fund managers and investment banks give us a durable competitive advantage to both source and prosecute proprietary deal flow. Our track record of success in the SPAC space clearly demonstrates our ability to generate top decile returns on invested capital and to benefit public market investors by creating value through a differentiated acquisition strategy.
Our management team has a history of success generating compounding returns on equity in both private and public markets outside of the SPAC space. In 1997, Mr. Hindery was named President and Chief Executive Officer of TCI, then, along with its affiliate Liberty Media, the world’s largest combined cable television system operator and programming entity and a Fortune 250 company. After executing over 100 transactions for TCI and its affiliated companies and substantially growing operating cash flow, TCI’s market value increased nearly 400% under Mr. Hindery’s leadership, culminating in the $52 billion sale of TCI to AT&T, which was announced in June 1998 and closed in March 1999. Mr. Hindery successfully led the post-merger integration of TCI into AT&T and became CEO of AT&T Broadband, architecting the long-distance giant’s $120-billion strategic bet on cable.
Subsequent to AT&T Broadband, Mr. Hindery became CEO of internet services giant GlobalCenter, where he implemented an operational turnaround and sold the company to Exodus Communications in just 10 months for a premium of $6.1 billion. Subsequent to GlobalCenter, Mr. Hindery co-founded The YES Network, now the most valuable regional sports network in the country. Mr. Hindery scaled this proprietarily sourced investment from inception into the most popular regional sports network in the country, resulting in over 5x return on invested capital and over 25% gross IRR (approximately $1.8 billion value at sale).
Mr. Hindery has created enormous value as an investor, alongside being an operator, having served as Managing Partner of InterMedia Partners. InterMedia Partners was the world’s first private equity firm specializing in disruptive media and communications investing, and its first six funds realized nearly $2 billion in proceeds, representing a weighted-average, net IRR of over 44%. InterMedia was an early pioneer in SPAC investments, creating HMTV in 2013, the only publicly traded pure-play U.S. media company, which targeted the high growth U.S. Hispanic and Latin American markets by merging InterMedia Español Holdings, LLC with Azteca Acquisition Corporation, a $100 million SPAC. It was there that Mr. Hindery appointed Mr. Henry as Head of Corporate Development and Investor Relations for HMTV.
Mr. Henry co-founded Trine I with Mr. Hindery, in September 2018 after working collaboratively at HMTV as head of corporate development and investor relations. Prior to his time at HMTV, Mr. Henry had a career pursuing TMT transactions in Asia, where he served as a Principal at Rakuten, Inc. in Tokyo, Japan. At Rakuten, Mr. Henry focused on M&A opportunities and reported to the office of the CEO & Chairman. Prior to Rakuten, Mr. Henry served as Vice President at Kylin Capital in Shanghai, China, where he was a key financial advisor in various transactions. Mr. Henry served as Chief Financial Officer and Executive Vice President of Development for Trine I before being appointed Chief Executive Officer of Trine II. Mr. Henry was core to the formation of Trine I, overseeing the company’s initial public offering and then responsible for sourcing, negotiating and closing the merger of Trine I with Desktop Metal. He also managed Trine I’s co-sponsorship with HPS Investment Partners, a multi-billion dollar asset manager. Mr. Henry and Mr. Hindery raised $300 million in Trine I’s IPO, which was completed on March 19, 2019. Trine I announced its deal with Desktop Metal on August 26, 2020. Desktop Metal’s oversubscribed PIPE featured anchor investments from highly respected third-party investors in both the technology and SPAC space.
Management & Board of Directors
Leo Hindery, Jr.
Chairman of the Board of Directors
Leo Hindery, Jr. is our Chairman. From September 2018 until December 2020, Mr. Hindery was the Chief Executive Officer and Chairman of Trine I, which successfully closed its initial business combination with Desktop Metal on December 9, 2020. In January 1988, Mr. Hindery founded, and ran as Managing Partner, InterMedia Partners, a series of media industry investment funds. In February 1997, he was named President and CEO of Tele-Communications, Inc. (TCI), then the world’s largest cable television system operator. In March 1999, TCI merged into AT&T and Mr. Hindery became President and CEO of AT&T Broadband. In November 1999, Mr. Hindery was named Chairman and CEO of GlobalCenter Inc., a major Internet services company which fourteen months later merged into Exodus Communications, Inc. Following this merger, until October 2004, he was the founding Chairman and CEO of The YES Network, the regional television home of the New York Yankees, after which he reconstituted and ran InterMedia Partners until the founding of Trine I. Mr. Hindery, formerly Chairman of the National Cable Television Association and of C-SPAN, has been recognized as one of the cable industry’s “25 Most Influential Executives Over the Past 25 Years” and one of the “30 Individuals with the Most Significant Impact on Cable’s Early History.” He is a member of the Council on Foreign Relations and a Director of Hemisphere Media Group, Inc. and Desktop Metal, Inc.. Mr. Hindery has an MBA from the Stanford University Graduate School of Business and received an undergraduate degree from Seattle University. Mr. Hindery is well-qualified to serve on our Board of Directors due to his extensive industry and board of directors experience.
Pierre M. Henry
Chief Executive Officer, Director
Pierre M. Henry is our Chief Executive Officer and a Director. From September 2018 until December 2020, Mr. Henry was the Chief Financial Officer and Executive Vice President of Development of Trine I, which successfully closed its initial business combination with Desktop Metal on December 9, 2020. Prior to September 2018, Mr. Henry was head of corporate development and investor relations at Hemisphere Media Group (NASDAQ:HMTV) a publicly traded, pure-play U.S. media company targeting the high growth U.S. Hispanic and Latin American markets, with leading broadcast and cable television and digital content platforms Hemisphere was created as an operating company by InterMedia Partners, LP in 2006. Prior to Hemisphere, Mr. Henry was a Principal in the Tokyo and San Francisco offices of Rakuten (OTC:RKUNY). Reporting directly to CEO of Rakuten, Mr. Henry was instrumental in the buildout of Rakuten’s entertainment analytics division and sourced and executed M&A deals for its media & communications division. Prior to Rakuten, he was a Vice President with Kylin Capital, a Chinese private equity group specializing in media & entertainment investments throughout Asia. Mr. Henry started his career as an entrepreneur in the film industry, creating a consulting company called Cinnabar Media. He has an MBA from the Stanford Graduate School of Business, an MPhil from Downing College, University of Cambridge, and a BA from the University of Chicago.
Mark J. Coleman
Executive Vice President and General Counsel
Mark J. Coleman, our Executive Vice President and General Counsel, was a member of the founding management team and Executive Vice President and General Counsel of Trine I, which successfully closed its initial business combination with Desktop Metal on December 9, 2020. Prior to Trine I, Mr. Coleman was Executive Vice President and General Counsel of the seventh InterMedia Partners private equity fund, among the world’s first private equity firms specializing in disruptive media and communications investing. The first of InterMedia Partners’ fund was formed with Mr. Coleman’s participation in 1988. Mr. Coleman is an Executive Vice President and General Counsel of the fund that manages the controlling shareholder of Hemisphere Media Group, Inc., itself the result of a SPAC merger transaction with one of InterMedia’s portfolio companies in 2013. Before that, Mr. Coleman was Executive Vice President and General Counsel of The YES Network, the regional sports network home of the New York Yankees, which he co-founded in June 2001. Prior to YES, Mr. Coleman was Executive Vice President and General Counsel at GlobalCenter Inc., a Silicon Valley-based internet services and web-hosting company. Previously, from June 1998 to December 1999, Mr. Coleman was a Senior Partner at Orrick, Herrington & Sutcliffe LLP, prior to which he was a Partner at Pillsbury Madison & Sutro LLP, which he joined in 1984. Mr. Coleman has over 30 years of experience in media, technology and private equity. Mr. Coleman serves on the board of directors of TILT Holdings Inc. and The Queens Museum. He has a J.D. from the University of California, Berkeley and a B.A. from Pomona College.
Richard A. Miller
Executive Vice President and Chief Financial Officer
Richard A. Miller, our Executive Vice President and Chief Financial Officer, serves as Managing Director of the consulting firm Evora Partners, LLC, which was founded in 2019 to focus on supporting SPAC sponsors and companies in financial distress. In 2019 Mr. Miller served on the board of directors of Currax Pharmaceuticals, LLC and served as an independent director to ShopVac Corp in 2020. Before starting Evora Partners, Mr. Miller was a Vice President with Highbridge Capital Management, LLC from 2015 to 2019, where, he focused on investing in distressed, special situation and high yield debt opportunities within the firm’s Tactical Credit Fund and Strategic Credit Fund. Prior joining Highbridge Capital Management, LLC, he served in a similar role at Otlet Capital Management LP during 2014 and 2015. From 2009 to 2013, Mr. Miller was an investment banker in the Restructuring and Recapitalization Group at Evercore Partners Inc. From 2007 to 2009, Mr. Miller worked in a research role as an Analyst at Aristeia Capital, LLC, where he focused on distressed, special situation and convertible and high yield debt investing. Prior to joining Aristeia Capital, LLC, Mr. Miller held investment banking roles at Houlihan Lokey, Inc., Jefferies & Company, Inc. and Lazard LLC. Mr. Miller holds a BA in Economics from Emory University where he graduated with highest honors.
Brian Deevy, who will be one of our directors on the effective date of the registration statement of which this prospectus forms part, is a Director of Liberty Media Corporation and Chairman of its Audit Committee. From 2007 to 2015, Mr. Deevy served as the head of the Communications, Media and Entertainment (“CME”) group of the Royal Bank of Canada (“RBC”), the fifth largest bank in North America and one of the fifteen largest banks in the world. At RBC, Mr. Deevy was responsible for strategic development of the CME group’s business, which included mergers and acquisitions, debt capital formation and financial advisory engagements. Mr. Deevy directed the group’s efforts for clients across sectors of the communications industry worldwide, including cable, satellite, programming services, wireline and wireless telecom, data infrastructure, internet communications, web hosting, radio and TV broadcasting, publishing, software and technology. Prior to that, Mr. Deevy, served as CEO and Chairman of Daniels and Associates until its acquisition by RBC in 2007. Over his tenure with Daniels and Associates and RBC, he led the firm to a performance of approximately 2,000 completed transactions in these sectors, valued at over $185 billion. Mr. Deevy is recognized as one of the communications industry’s most prominent leaders. He has been inducted into the Cable TV Pioneers and Broadcast and Cable Hall of Fame and has received the NCTA’s Vanguard Award for Associates. Mr. Deevy is on the Board of Directors of Catalyst Investors II through V and is also a Director of the Daniels Fund. He received an MBA from the Amos Tuck School at Dartmouth and a BA degree from Dartmouth College. Mr. Deevy is well-qualified to serve on our Board of Directors due to his extensive business, financial and CME experience.
David Dodson, who will be one of our directors on the effective date of the registration statement of which this prospectus forms part, is on the faculty of Stanford University Graduate School of Business, where he has taught for over a decade within the Center for Entrepreneurship. Mr. Dodson also founded Futaleufu Partners, LLC, a private equity firm that focuses exclusively on SME buy-outs using the “Search Fund” model developed at Stanford University. From 1999 to 2004, Mr. Dodson was CEO of Wind River Environmental. Mr. Dodson served as Chairman of Worldbridge Broadband Services from 1999 to 2000. Prior to that, He served as CEO of Paragon Electronic Systems from 1998 to 1999. Mr. Dodson served as CEO of ADAP, Inc. from 1995 to 1998. Prior to that, he served as CEO of Smith Alarm Systems from 1990–1994. Mr. Dodson is currently a Member of the Board of Directors of Shandy Clinic, Tire Disposal and Recycling, American Security, Propoint Solutions, Blue Sky Networks, Emporos Systems, JIT Rentals and Radiation Detection Company. Mr. Dodson co-founded Project Healthy Children and Sanku, LLC, which has operated in six African countries focusing on micronutrient malnutrition; Mr. Dodson remains Chairman of both organizations. Mr. Dodson received his MBA from Stanford University and his BA from Stanford University. Mr. Dodson is well-qualified to serve on our Board of Directors due to his extensive executive and private equity experience.
Ric Fulop, who will be one of our directors on the effective date of the registration statement of which this prospectus forms part, is the Chief Executive Officer and Chairman of the Board of Directors of Desktop Metal, Inc. and, prior to the consummation of Trine I’s business combination, Mr. Fulop served in those same roles at Desktop Metal Operating, Inc. since its incorporation in 2015. Prior to the founding of Desktop Metal Operating, Inc., Mr. Fulop was a general partner at North Bridge Venture Partners from 2010 to 2015 and served as a Founder of A123 Systems, Inc. from 2001 to 2010. Mr. Fulop currently serves on the board of governors of World Economic Forum Advanced Manufacturing Initiative (nonprofit). Mr. Fulop holds an M.B.A. from the MIT Sloan School of Management. We believe Mr. Fulop is qualified to serve on our board of directors due to his management, business and finance experience.
Jason Kay, who will be one of our directors on the effective date of the registration statement of which this prospectus forms part, is the CEO and Co-Founder of Kay2 Ventures, a private investment and strategic consulting firm. Kay2 Ventures was founded in 2004, and the firm’s clients have included Time Warner (now Warner Media), Verizon (NYSE: VZ), Facebook (NYSE: FB), Magic Leap, and several private family offices. In addition, Kay2 Ventures has served as an investor and advisor to over a dozen of startup ventures. Prior to Kay2 Ventures, Mr. Kay was a principal at Society Capital Group, a private investment firm, from 1998–2004, where he acquired and managed over 100,000 square feet of commercial real estate and incubated a successful internet music startup called MyCaster. Prior to that, Mr. Kay served as a Producer and business development executive at Activision, Inc. (NASDAQ: ATVI), where we acquired key content titles for the company’s portfolio. Mr. Kay has over 25 years of experience in commercial agreements, mergers and acquisition, corporate development and private and public company investing. Mr. Kay received a JD from USC Law Center and a BA degree from Tulane University. Mr. Kay is well-qualified to serve on our Board of Directors due to his extensive investment, consulting and advisory experience.
Josephine Linden, who will be one of our directors on the effective date of the registration statement of which this prospectus forms part, is Founder and CEO of Linden Global Strategies, a wealth management advisory firm and multi-family office. She retired from Goldman Sachs as a partner and managing director in 2009, after being with the firm for over twenty-five years. Mrs. Linden serves on private and non-profit boards. She is the Chairman of Lands’ End (NASDAQ: LE), director of E&P Financial Group Limited (ASX: EP1) and Ambassador Emeritus of the Advance Australia Global Advisory Board. Mrs. Linden previously served as a director of Trine I. Previously, she was a Trustee for the Collegiate School, and currently sits on its Investment Committee. She was an Adjunct Professor at the Business School of Columbia University where she taught a class in wealth management, and she currently teaches and moderates ad hoc sessions. She is a member of the Council on Foreign Relations. Mrs. Linden has an MBA from the University of Chicago and a BA from the University of Sydney. Mrs. Linden is well-qualified to serve on our Board of Directors due to her extensive investment, wealth management and public company board experience.
Jim Moran, who will be one of our directors on the effective date of the registration statement of which this prospectus forms part, has over 25 years of experience scaling technology companies. Mr. Moran invests in and advises venture capital and private equity funds and their portfolio companies. From October 2018 to May 2020, he was a Senior Advisor at Providence Strategic Growth. Prior to that, Mr. Moran served as the Executive Chairman of Perfecto Mobile from May 2017 until June of 2018 leading the company through an acquisition by Clearlake Capital’s Perforce, Inc. Mr. Moran also served as Managing Director of North Bridge Venture & Growth Partners from May 2009 to January 2017. At North Bridge, Mr. Moran led investments in Confer, Paydiant, SpringCRM, Out Systems, and WPEngine. Mr. Moran currently serves on the Board of Directors of Elastic Path Software and is an advisor to the Board of Directors of Rapid RTC and PhotoButler. Mr. Moran received his BA from Northeastern University. Mr. Moran is well-qualified to serve on our Board of Directors due to his extensive investment, operating and advisory experience with private and publicly listed companies.
Jamie R. Seltzer
Jamie R. Seltzer, who will be one of our directors on the effective date of the registration statement of which this prospectus forms part, is a General Partner at LightShed Ventures, where he is responsible for overseeing the day-to-day activities of the fund, including portfolio management, investment sourcing, capital raising and limited partner relations. From June 2018 to September 2020, Mr. Seltzer was Vice President of Waverley Capital, where he focused on early to mid-stage venture investing in the media sector. Mr. Seltzer assisted Waverley Capital in making investments in Headspace, Wondery, fuboTV, CameraIQ, Endel, Oooh and Novel Effect. Prior to joining Waverley, Mr. Seltzer co-founded and was CEO of Alpha Audiotronics, Inc. d.b.a “Skybuds” (acquired by Vi Trainer) from September 2014 to June 2018. Skybuds was a pioneer in wireless audio and voice with national distribution in retailers such as Best Buy and Equinox. Prior to Skybuds, Mr. Seltzer was an associate at Saban Capital Group, a private investment firm specializing in the media, entertainment and communications industries. Earlier in his career, Mr. Seltzer worked at UBS, Apollo Global Management and Sling Media. Mr. Seltzer earned a BS in Economics with a dual concentration in Finance and Operations & Information Management from The Wharton School of the University of Pennsylvania. Mr. Seltzer is well-qualified to serve on our Board of Directors due to his extensive investment, finance and executive experience.
News & Presentations
NEW YORK, December 23, 2021 —
Trine II Acquisition Corp. (“Trine II”) announced today that holders of the units sold in Trine II’s initial public offering of 41,400,000 units may elect to separately trade the Class A ordinary shares and warrants included in the units commencing on or about December 27, 2021. Read More
NEW YORK, November 5, 2021 —
Trine II Acquisition Corp. (“Trine II”), a special purpose acquisition company, announced today the closing of its initial public offering of 41,400,000 units, which included 5,400,000 units issued pursuant to the full exercise by the underwriter of its over-allotment option. The offering was priced at $10.00 per unit, resulting in gross proceeds of $414 million. Read More
NEW YORK, November 2, 2021 —
Trine II Acquisition Corp. (“Trine II”), a special purpose acquisition company, announced the pricing of its initial public offering of 36,000,000 units at a price of $10.00 per unit. The units will be listed on the New York Stock Exchange and trade under the ticker symbol “TRAQ.U” beginning November 3, 2021. Read More
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