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#3 -_ 1 (1)

December 16, 2021

Source: Winston & Strawn

Winston & Strawn is representing Founder SPAC (“Founder”) (Nasdaq: FOUN), a publicly-traded special purpose acquisition company, in connection with its merger with Rubicon Technologies, LLC (“Rubicon”), a certified B-Corporation and innovative software platform that provides smart waste and recycling solutions for businesses and governments worldwide. Upon closing, the company will list on the New York Stock Exchange and trade under the ticker symbol “RBT.” Rubicon is the digital challenger to status quo waste companies. The Lexington, Kentucky-based company is a leading environmental innovator using its pioneering cloud-based technology and software platform to provide smart waste and recycling solutions for businesses and governments, via its network of more than 8,000 hauling and recycling partners, across 20 countries, worldwide.
 
The business combination values Rubicon at an implied $1.7 billion pro forma enterprise value, at a price of $10.00 per share, assuming no redemptions by Founder SPAC shareholders. The boards of directors of Founder SPAC and Rubicon have approved the proposed transaction, which is expected to be completed in the second quarter of 2022, subject to, among other things, the approval by Founder SPAC’s stockholders and satisfaction or waiver of other customary closing conditions. The transaction will result in gross proceeds of approximately $432 million to Rubicon (assuming no redemptions and prior to the payment of transaction expenses), including a $111 million fully committed PIPE, anchored by Palantir Technologies, the New Zealand Super Fund, and Rodina Capital.  
 
Press Release: https://www.globenewswire.com/news-release/2021/12/16/2353487/0/en/Rubicon-Technologies-the-Market-Leading-Innovator-in-Software-Based-Smart-Waste-and-Recycling-Solutions-to-Go-Public-Through-Merger-With-Founder-SPAC.html
 
Winston Team:

Mike Blankenship, Lead Partner, Houston
Louis B. Savage, Lead Associate, Houston
James R. Brown, Partner, Houston
Steve Flores, Partner, Chicago
Laura Franco, Partner, San Francisco
Dean Hinderliter, Partner, Dallas
Stephanie Sebor, Partner, Chicago
Jennifer Stadler, Partner, New York
Madalyn Brown, Associate, Chicago
Joe Dimont, Associate, San Francisco
Marcus Garcia, Associate, Chicago
Justin A. Linder, Associate, Washington, DC
Chris McAlister, Associate, Dallas
Luke McFarland, Associate, Washington, DC
John P. Niedzwiecki, Associate, Houston
Robbie Oakes, Associate, Houston
Luisa F. Patoni, Associate, Houston
Alexandra Santana, Associate, Houston
Franklin Y. Shen, Associate, Houston
Eric Shinabarger, Associate, Chicago
Ben Smolij, Associate, Houston