Rose Hill Acquisition Corporation and Chilean fruit exporter Prize announced today that they have entered into a definitive business combination agreement that is expected to result in the latter becoming a U.S. publicly listed company.

It is expected Prize (whose official name is Inversiones e Inmobilaria GHC Ltda) would have an initial enterprise value of approximately US$425 million.

The proposed transaction is expected to close in the first quarter of 2023 and is subject to the satisfaction of customary closing conditions.

As a result of the business combination, Prize and Rose Hill shareholders will exchange their shares for shares in a new combined company, which is expected to be publicly listed on the Nasdaq.

The combined entity will be the first Chilean enterprise to initially list directly on a U.S. Exchange. The companies say this represents the start of a new wave of opportunities for investors abroad to access rapidly growing, profitable Latin American enterprises.

Upon closing, the combined company expects its ordinary shares and warrants to trade on Nasdaq under the ticker symbols “PRZE” and “PRZE WS”, respectively.

In addition, Rose Hill has entered into a definitive $150 million Standby Equity Purchase Agreement (“SEPA”) with Yorkville Advisors as an additional equity financing source for future opportunistic expansion for the combined company.

Prize is a leading Latin American producer and distributor of berries and cherries with plans to expand internationally for year-round production.

The business combination with Rose Hill and resulting public listing is expected to result in the growth of Prize in the international superfruit farming and processing segments, particularly focused on Peruvian footprint expansion.

"Over the last 16 years, we have developed Prize into a global company providing quality, nutritious fruits to tens of millions of people in 30+ countries to feed the world," Alejandro García-Huidobro, founder and CEO of Prize.

"The next stage of accomplishing this goal starts with expanding the global palette for superfruits by producing new, tastier varieties targeting differentiated consumers in the nascent Chinese market alongside more mature markets like the U.S.

"The team at Rose Hill shares our vision of creating a global superfruits platform utilizing innovative technologies and production systems to improve our operations across the value chain and increase our fields' productivity and resilience to climate change."

The companies said in a press release that the Nasdaq listing provides a launching pad for Prize to enter the next phase in its global evolution, supported internally through vertical integration in its business segments and externally through a robust and diversified set of growers and retailers.

Prize currently maintains the position as the fifth largest exporter of cherries globally. The company additionally operates two processing plants in Chile, including one of the largest in the country measured by kilos processed annually. Prize's Peruvian operations focus primarily on blueberries.

The company plans to commit a substantial portion of the proceeds from the proposed business combination towards acquiring and cultivating additional land to maximize strong consumption trends in the overall market and shifting consumer tastes towards higher-quality fruits.

"Rose Hill set out to unlock Latin America's potential to produce world-class companies using the tools of the most international markets on Earth, the U.S. markets, and conversely, to provide U.S. and international investors with access to well-managed, profitable, rapidly growing Latin American businesses at a time when value appeared to be a fleeting proposition locally," said Albert Hill, Co-Founder and Co-CFO of Rose Hill.

"After speaking with dozens of companies, we believe we have found in Prize an exceptional enterprise at the intersection of our goals, and we share the Prize team's excitement in building this company into an internationally renowned super-fruits platform."