We are advising ProKidney on the transaction

Davis Polk is advising ProKidney LP on its combination with Social Capital Suvretta Holdings Corp. III. The transaction is expected to deliver up to $825 million in gross cash proceeds and a fully committed PIPE of $575 million at $10 per share. The PIPE is led by a $125 million contribution from Social Capital, with an additional $50 million from ProKidney’s existing investors, approximately $30 million from Suvretta Capital’s Averill strategy with the remaining $370 million coming from institutional investors and family offices. Upon closing of the transaction, the combined company will trade on the Nasdaq under the symbol “PROK.” The transaction is expected to close in the third quarter of 2022, and is subject to approval by SCS’s shareholders and other customary closing conditions.

ProKidney, a pioneer in the treatment of chronic kidney disease through innovations in cellular therapy, was founded in 2015 after a decade of research. ProKidney’s lead product candidate, REACT (Renal Autologous Cell Therapy), is a first-of-its-kind, patented disease-modifying autologous cellular therapy with the potential to not only slow and stabilize the progression of chronic kidney disease. Social Capital Suvretta Holdings Corp. III is led by Chamath Palihapitiya and Kishen Mehta and is a blank check company formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses.

The corporate team includes partners Lee Hochbaum and Richard D. Truesdell Jr., counsel Matthew J. Cowcher and associates W. Soren Kreider IV, Claire Fischer and Michael Jiang. Partner Adam Kaminsky and associate Charlotte R. Fabiani are providing executive compensation advice. Partner Patrick E. Sigmon and associate Benjamin Helfgott are providing tax advice. Members of the Davis Polk team are based in the New York and Washington DC offices.

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