News & Analysis as of

Target Company Securities and Exchange Commission (SEC) Publicly-Traded Companies

BCLP

SEC Staff Issues New Guidance on M&A Lockups and All-cash Tender Offers

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The SEC staff recently published new guidance for voting commitments in public M&A transactions and all-cash tender offers....more

Proskauer - Regulatory & Compliance

SEC Adopts New SPAC Rules

On January 24, 2024, the SEC adopted new rules that apply to SPAC transactions and the adopted rules largely track the agency’s proposals with some notable exceptions. The new rules will become effective 125 days after...more

Vinson & Elkins LLP

[Webinar] Managing Litigation Risks in De-SPAC Transactions - October 26th, 12:00 pm - 1:00 pm CT

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As SPAC litigation continues to proliferate, it is more important than ever that officers and directors of companies undertaking a de-SPAC transaction be mindful of litigation risks and adopt strategies for managing them....more

Fenwick & West LLP

SEC Proposes New Rules to Enhance Disclosure and Investor Protection Relating to SPACs and Projections – Impact on Target...

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The U.S. Securities and Exchange Commission has proposed new rules and amendments (the Proposed Rules) to enhance disclosure and expand liability in initial public offerings by special purpose acquisition companies (SPACs)...more

Jones Day

The SEC's New Proposed SPAC Rules: Death Knell or Much-Needed Guidance?

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In 2020 and the first quarter of 2021, the use of special purpose acquisition companies ("SPACs") as a means of taking companies public grew exponentially. SPAC IPOs raised a total of more than $160 billion in that five...more

Goodwin

SPAC 2021 Year-End Review and 2022 Preview: Tailwinds, Headwinds, and Regulatory Landscape

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The SPAC market has withstood many challenges throughout 2021, including softening of the private investment in public equity (PIPE) market for a majority of the year after a very robust first quarter for initial business...more

Katten Muchin Rosenman LLP

The SPAC Report: Mark Wood, National Capital Markets Practice Co-Head, Speaks With Bloomberg Tax on Proactive Disclosures as SEC...

Recent SEC Comment Letters Recent Securities and Exchange Commission (SEC) comment letters reveal the SEC's close examination of special purpose acquisition companies (SPACs) and their proposed business combinations show no...more

McDermott Will & Schulte

[Webinar] The Continuing Rise of the SPAC: Where Does It Go from Here? - December 16th, 1:00 pm - 2:00 pm EST

The interest in special purpose acquisition companies (SPACs), also known as blank check companies, skyrocketed in 2020 with 250+ SPAC filings. This year has already outpaced last year with 350+ SPAC filings and nearly 450...more

Katten Muchin Rosenman LLP

Capital Markets Compass | Issue 1

Stable Road Enforcement Action Post Mortem: Lessons for the SPAC Market After Momentus Begins Trading - Stable Road And Momentus Close Business Combination. On August 11, Stable Road Acquisition Corp., a special purpose...more

Parker Poe Adams & Bernstein LLP

To SPAC or Not to SPAC: How Is the SEC Answering That Question?

Last year saw a boom in the market for SPACs, or special purpose acquisition companies. Almost 250 SPACs raised more than $80 billion in initial public offerings (IPOs) during 2020. This trend did not let up as the calendar...more

Katten Muchin Rosenman LLP

2021 SPAC SURVEY REPORT SPAC to The Future: Despite Slowdown, SPACs Continue to Be Viewed as Favorable Investment Opportunities

Katten conducted a survey of 80 investment professionals in March and a follow-up survey of another 100 investment professionals in May that showed 72 percent of investors working in private equity, venture capital, hedge...more

Farella Braun + Martel LLP

What to Know About Taking a Data Center Company Public Through a SPAC

A recent IPO by InterPrivate IV Infratech Partners, a digital infrastructure-focused special purpose acquisition company, or SPAC, raised $250 million. Its impressive fundraising and management team, led by former CyrusOne...more

Farella Braun + Martel LLP

Turmoil in the SPAC Market: What Private Tech Companies Should Consider Before Going Public Via a SPAC

In the spring of 2021, one of the hottest markets—the market for special purpose acquisition companies, or SPACs—has “screeched to a halt,” according to CNN. As the SPAC market grew red hot in the past six months, it seemed...more

Morgan Lewis

SPACs: Financial Conduct Authority Consults on Changes to UK Listing Regime

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Key proposed changes to the UK listing regime include the removal of the presumption of suspension in trading in a SPAC’s shares when it announces a potential acquisition, subject to certain qualifying criteria being met....more

BCLP

SEC staff announces guidance for SPACs

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Last week the Staff of the Division of Corporation Finance issued a statement addressing a variety of accounting, financial reporting and governance issues that a private operating company should consider before undertaking a...more

Mayer Brown Free Writings + Perspectives

SEC Staff Comments on SPACs

Yesterday, the Staff of the Securities and Exchange Commission issued two statements relating to special purpose acquisition companies (SPACs). Neither statement provided any guidance or interpretation. Both seemed directed...more

Goodwin

Limiting SPAC-Related Litigation Risk: Disclosure And Process Considerations

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2020 marked an incredible surge in the prevalence of Special Purpose Acquisition Company (“SPAC”) initial public offerings and business combinations (“deSPAC transactions”). In 2020, there were 248 SPAC IPOs (raising total...more

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