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Acquisitions Special Purpose Acquisition Companies (SPACs) Publicly-Traded Companies

Conyers

Bermuda Public Companies Update, Summer 2025

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This edition of the Bermuda Public Companies Update summarises significant transactions involving Bermuda companies listed on the New York Stock Exchange (NYSE) and Nasdaq in the first half of 2025. The first half of 2025...more

Skadden, Arps, Slate, Meagher & Flom LLP

The Proliferation of Cryptoasset Treasury Strategies in Public Markets

Companies are increasingly viewing bitcoin and other cryptocurrencies as strategic reserve assets, establishing dedicated corporate entities to hold cryptoassets on their balance sheets and raising capital specifically to...more

Orrick, Herrington & Sutcliffe LLP

SPAC (Re-)Attack: Top Considerations for Issuers Considering a De-SPAC Transaction

Continued volatility in the equity capital markets has revived what was thought to be a zombie after 2022 – the SPAC. There is an old investment banking mantra that they can do an IPO in a down market or an up market, but not...more

Woodruff Sawyer

SPAC Perspective: What Do We Do About Cayman?

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Cayman continues to be a hot topic among SPACs. It comes up in almost every conversation I have about SPACs and de-SPACs. My clients are asking: Should they incorporate in the Cayman Islands and then remain there after their...more

Mayer Brown Free Writings + Perspectives

SEC Updates Guidance on the Use of Lock-Up Agreements in Rule 145(a) Transactions

On March 6, 2025, for the first time since 2008, the staff (the “Staff”) of the Securities and Exchange Commission updated its guidance on the use of lock-up agreements in connection with Rule 145(a) transactions (i.e.,...more

Harris Beach Murtha PLLC

SEC’s First Quarter Rules: SPAC IPOs and Climate Disclosure Mandates

In January and March 2024, respectively, the Securities and Exchange Commission (SEC) issued final rules concerning special purpose acquisition companies and mandatory climate-related disclosure. Each rulemaking was the...more

DarrowEverett LLP

SEC’s New Rules Give SPACs, Target Companies Much to Consider

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On January 24, 2024, the U.S. Securities and Exchange Commission (the “SEC”) adopted new final rules relating to special purpose acquisition companies (“SPACs”). The new rules affect both initial public offerings (“IPOs”) for...more

Woodruff Sawyer

SPACs Poised to Turn a Corner in 2024: Annual Risk Update

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Here we are again—another year of SPAC ennui. We’re hearing derisive comments about the death of SPACs, unending deadline extensions, almost 200 liquidations, 70 deal terminations, and general SPAC malaise. If you’ve followed...more

Woodruff Sawyer

SEC Finally Finalizes the SPAC Rules

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We’ve been waiting nearly two years for the Securities and Exchange Commission (SEC) to finalize the rules for special purpose acquisition companies (SPACs). On January 24, it happened at last. To help us make sense of the...more

BCLP

SEC Slaps SPAC for Hiding Preliminary M&A Talks: Lessons for Other Public Companies

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On January 25, 2024, the SEC announced the settlement of cease-and-desist proceedings against Northern Star Investment Corp. II, a special purpose acquisition company (SPAC). The SEC alleged that the company failed to...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Adopts Final Rules Affecting SPACs and De-SPACs and Provides Related Guidance

On January 24, 2024, the Securities and Exchange Commission (SEC) adopted final rules that impose significant additional procedural and disclosure requirements on initial public offerings (IPOs) by special purpose acquisition...more

Cooley LLP

SEC adopts new rules on SPACs—just investor protection or will it spell the demise of SPACs?

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Recently, SPACs seem to have lost much of their allure, but why? Certainly there are multiple reasons related to the capital markets, but one reason may have been the anxiety of many SPAC proponents precipitated by the...more

Woodruff Sawyer

SPAC Risk Update with Doug Ellenoff: What to Expect in 2024

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For the first SPAC Notebook of 2024, I was pleased to speak once again with Doug Ellenoff, the founder of Ellenoff Grossman & Schole and someone who has been at the forefront of the SPAC market since its inception. In...more

Skadden, Arps, Slate, Meagher & Flom LLP

Insights From Delaware Litigators: What We’re Watching in 2024

In 2023, the Delaware courts continued to be called upon to elaborate important rules of corporate law. The year’s docket brought further development in a number of areas, including oversight liability, “busted deal”...more

McDermott Will & Schulte

[Event] Life Sciences Dealmaking Symposium - November 9th, Boston, MA

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Please join McDermott for our highly anticipated Life Sciences Dealmaking Symposium! Now in its 12th year, the Symposium offers a unique platform for education, insight sharing, purposeful networking and strategic...more

A&O Shearman

Delaware Chancery Court declines to grant specific performance in a broken de-spac deal due to inherent limitations of the remedy

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Decision underscores the practical realities required for a court to enforce a specific performance clause, and the importance of having “clean hands” for parties to be eligible for this specific remedy....more

Katten Muchin Rosenman LLP

Alternative Equity Offering Structures Provide Access to Capital as Markets Remain Challenged - Capital Markets Compass | Issue 6

Global equity markets continue to navigate the dueling impacts of inflation, rising interest rates and a slowing economy. While the market for initial public offerings initially showed signs of a recovery in early 2023, the...more

White & Case LLP

US de-SPAC & SPAC data & statistics roundup

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Welcome to the White & Case US SPACs Data Hub, which provides a quarterly review and analysis of key drivers and trends behind US SPAC IPO and de-SPAC activity. ...more

Skadden, Arps, Slate, Meagher & Flom LLP

As SPAC Boom Subsides, Some De-SPACed Companies Seek Chapter 11 Protection

The contraction of the market for special purpose acquisition companies (SPACs) and the recent challenges de-SPACed companies have encountered have attracted considerable press attention. The stocks of many de-SPACed...more

Woodruff Sawyer

SPAC Mergers with Public Companies: A New Trend?

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Bull Horn Holdings Corp., a special purpose acquisition company (SPAC), merged with Coeptis Therapeutics, Inc., a publicly traded biopharmaceutical company developing cell therapy platforms for cancer, in October 2022. In...more

Woodruff Sawyer

A Discussion of the Current SPAC Litigation Environment

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What’s the latest in SPAC litigation and enforcement? To find out, I recently spoke with two experts from the Dallas office of Holland & Knight, a prestigious multinational law firm....more

McDermott Will & Schulte

Delaware Court Ruling Creates New Obstacle for Former SPACs

In a case filed simply to determine whether a plaintiff was entitled to attorneys’ fees and expenses for conferring a benefit on a corporation, the Delaware Court of Chancery held that the planned stockholder vote by the...more

White & Case LLP

SPACs struggle amid regulatory uncertainty and volatile markets

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As economic and regulatory headwinds gather, SPACs must adapt in order to position themselves for a comeback - The 2022 US SPAC IPO market was a shadow of its former self. There were 86 SPAC listings on US exchanges,...more

Katten Muchin Rosenman LLP

Delaware Chancery Court Issues Delman Decision Potentially Increasing Scrutiny of the Actions of SPAC Sponsors and Boards

On January 4, the Delaware Chancery Court issued a second decision suggesting that SPAC sponsors and directors proceed with care in connection with de-SPAC transactions (and potentially future SPAC formation). As a result of...more

White & Case LLP

Mixed Signals: US M&A FY 2022

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Although the record-breaking deal activity of 2021 spilled over into 2022, headwinds in the first quarter developed into a significant slowdown during the rest of 2022, with an expectation of continued slowness as we enter...more

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