Social Capital Suvretta Holdings Corp. I (NASDAQ:DNAA) is a blank check company, also known as a special purpose acquisition company (SPAC), that was formed in February 2021 for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The company has not generated any operating revenues to date and is currently focused on identifying and completing a business combination.
On January 26, 2022, DNAA entered into an Agreement and Plan of Merger with Akili Interactive Labs, Inc., a digital therapeutics company, to acquire Akili in a transaction valued at approximately $1 billion. The proposed business combination, referred to as the "Akili Business Combination," is subject to approval by DNAA's shareholders and other customary closing conditions.
Business Overview
DNAA was founded by Chamath Palihapitiya, the founder and former CEO of Social Capital, and Kishen Mehta, the founder and managing partner of Suvretta Capital Management. The company's strategy is to leverage the extensive experience and network of its management team to identify and complete a business combination with a company that has significant growth potential and can benefit from access to the public markets.
In its search for a target company, DNAA is focused on identifying businesses in the healthcare, technology, and consumer sectors that have strong competitive positions, experienced management teams, and the potential for long-term growth and profitability. The company believes that its management team's expertise in these industries, as well as their track record of successful investments, will enable them to identify and execute a value-creating business combination.
Proposed Akili Business Combination
The proposed Akili Business Combination represents a significant milestone for DNAA. Akili is a leading digital therapeutics company that has developed the first-of-its-kind prescription digital therapeutic, EndeavorRx, which was approved by the FDA in 2020 for the treatment of attention-deficit/hyperactivity disorder (ADHD) in children aged 8-12. Akili's technology platform leverages proprietary algorithms and game-like experiences to deliver personalized interventions that are designed to improve cognitive function.
Under the terms of the merger agreement, Akili shareholders will receive an aggregate of 60 million shares of DNAA common stock, representing an implied equity value of approximately $1 billion for Akili. Additionally, DNAA has secured $162 million in PIPE (private investment in public equity) financing from a group of investors, including certain existing DNAA directors, officers, and equity holders, to support the transaction.
The Akili Business Combination is expected to provide Akili with the resources and public market exposure to accelerate the commercialization of EndeavorRx and expand its pipeline of digital therapeutics. For DNAA, the acquisition of Akili aligns with the strategy of identifying high-growth, innovative companies in the healthcare sector that can benefit from the company's expertise and access to the public markets.
Financials
As a blank check company, DNAA has not generated any operating revenues to date. The company's financial performance has been primarily driven by the costs associated with its formation, the Initial Public Offering, and the ongoing search for a suitable business combination target.
For the six months ended June 30, 2022, DNAA reported a net loss of $5.9 million, which consisted of $6.3 million in operating and formation costs, partially offset by $0.4 million in interest income earned on the company's marketable securities held in the trust account. As of June 30, 2022, DNAA had $145,044 in cash and $250.4 million in marketable securities held in the trust account.
It is important to note that DNAA's financial performance and liquidity position are not indicative of the future financial performance of the combined company following the completion of the Akili Business Combination. The combined company's financial results will be largely dependent on Akili's operational and financial performance, as well as the success of the integration and synergies achieved through the business combination.
Risks and Challenges
As with any business combination, DNAA and Akili face a number of risks and challenges that could impact the successful completion and integration of the proposed transaction. These include:
1. Regulatory Approval: The Akili Business Combination is subject to approval by DNAA's shareholders and regulatory authorities, which could delay or prevent the completion of the transaction.
2. Integration Risks: The successful integration of Akili's operations and personnel into DNAA's existing structure will be critical to realizing the anticipated benefits of the business combination.
3. Competitive Landscape: Akili operates in a highly competitive digital therapeutics market, and the company's ability to maintain its competitive position and market share will be crucial to its long-term success.
4. Commercialization Challenges: Akili's ability to successfully commercialize EndeavorRx and expand its pipeline of digital therapeutics will be a key driver of the combined company's financial performance.
5. Liquidity and Financing: As a blank check company, DNAA's ability to fund its operations and complete the Akili Business Combination is dependent on its access to capital markets and the availability of financing.
Outlook
If the Akili Business Combination is successfully completed, the combined company will be well-positioned to capitalize on the growing demand for digital therapeutics and the increasing integration of technology into healthcare solutions. Akili's innovative technology platform and FDA-approved product, EndeavorRx, provide a strong foundation for the company's future growth and expansion.
However, the successful execution of the Akili Business Combination and the realization of its anticipated benefits will depend on the ability of DNAA and Akili to navigate the various risks and challenges outlined above. Investors should carefully consider these factors, as well as the company's financial performance and growth prospects, when evaluating the potential investment opportunity presented by DNAA.
Conclusion
Overall, DNAA's proposed acquisition of Akili represents a strategic move that could unlock significant value for the company's shareholders, provided that the transaction is completed successfully and the combined entity is able to execute on its growth plans. As the company continues to work towards the completion of the Akili Business Combination, investors should closely monitor the progress and developments surrounding this potential transaction.