Columbia Law School
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Thank you, Carla [Garrett]. It’s good to be with this Committee again. I’d like to thank the members for their time and willingness to represent the interests of America’s small businesses. As is customary, I’d like to note I’m not
SPACs
Why Singapore Exchange’s Embrace of SPAC Listings Is a Game Changer
On September 2, 2021, Singapore Exchange (SGX) released the “Proposed Listing Framework for Special Purpose Acquisition Companies” that officially permits the public listing of SPACs on its mainboard. The move aims to cement Singapore’s status as Asia’s top …
SPACs and Forward-Looking Disclosure: Hype or Information?
In 2021, 359 SPACs have raised $95 billion, surpassing the $74 billion raised by 254 SPACs in 2020. The growth in this market might mean that sophisticated investors are using a regulatory loophole to avoid IPO disclosure regulations in taking …
SEC Chair Gensler Testifies Before Senate Committee on Banking, Housing, and Urban Affairs
Good morning, Chairman Brown, Ranking Member Toomey, and members of the Committee. I’m honored to appear before you today for the first time as Chair of the Securities and Exchange Commission. I’d like to thank you for your support in …
Gibson Dunn Offers 2021 Mid-Year Securities Litigation Update
The torrid pace of new securities class action filings over the last several years slowed a bit in the first half of 2021, a period in which there have been many notable developments in securities law. This mid-year update briefs …
SEC Chair Gensler Speaks Before Investor Advisory Committee
Thank you for the kind introduction. I’d like to note that my views are my own, and I’m not speaking on behalf of my fellow Commissioners or the staff.
I’m glad to participate in my second meeting of the Investor
Leading Law Firms Respond to Investment Company Act Lawsuits Targeting SPAC Industry
Editor’s Note: A response to the statement below immediately follows this post.
Recently a purported shareholder of certain special purpose acquisition companies (SPACs) initiated derivative lawsuits asserting that the SPACs are investment companies under the Investment Company Act of 1940, …
The Anti-SPAC Attack Claque
A joint letter by 58 law firms is certainly a notable declaration, particularly when pulled together within a mere 10 days after litigation initiated by esteemed scholars. Observers might be tempted to wonder whether the motivation for such a quick …
Cleary Gottlieb Discusses Final Rules For UK-Listed SPACs
On July 27, 2021, the Financial Conduct Authority (“FCA”) published a policy statement that includes final rules amending the UK Listing Rules, and new associated guidance, applicable to special purpose acquisition companies (“SPACs”).[1] The new …
Sullivan & Cromwell Discusses SPACs in the UK
On July 27, 2021 the FCA published a policy statement setting out its planned amendments to the Listing Rules to remove the presumption of suspension that applies to special purpose acquisition companies (SPACs) when a potential acquisition target is identified …
Arnold & Porter Discusses Delaware Case on SPACs and Breaches of Fiduciary Duties
The complaint filed in Franchi v. Multiplan Corp. et al. in the Chancery Court of Delaware on April 9, 2021 [1], has received a fair amount of attention because it claims breaches of fiduciary duties of a SPAC’s Board of …
SPAC vs. IPO: Is There a Difference in Executive Compensation?
An emerging company in need of capital to grow has an important decision to make: how and when to raise the necessary capital.
The traditional way of taking an emerging company public in an initial public offering, or IPO, is …
SEC Speaks on Accounting and Reporting Considerations for SPAC Warrants
SPACs, IPOs, and Liability Risk Under the Securities Laws
SEC’s Acting Chief Accountant Discusses Reporting and Auditing Issues for Companies Merging with SPACs
In recent years, we have seen significant market developments and innovation in our capital markets, with a variety of structures being utilized to raise capital and facilitate taking private companies public.[1]
The U.S. capital markets are often described as
Regulating SPACs — Before It’s Too Late
Although it has been used in the past, the resurgence of the Special Purpose Acquisition Company (SPAC) has been spectacular in the last two years. According to its promoters, a SPAC offers relatively easy access to a listing on a …
The Lowdown on SPACs
In 2020, the number of IPOs by a Special Purpose Acquisition Company (SPAC) set records: A total of 248 SPAC IPOs raised over $75 billion. The boom continues in 2021: Each of January and February has seen over 90 SPAC …
Skadden Discusses “The Year of the SPAC”
Transactions by special purpose acquisition companies, or SPACs, exploded in 2020, resulting in a 320% increase in the number of SPAC initial public offerings (IPOs) compared to 2019. SPACs have been around for 15 years and now are established as …
Wachtell Lipton Discusses M&A Activity in 2020 and Expectations for 2021
Deal activity (or inactivity) for much of 2020 was driven first by the unprecedented uncertainty and massive global shutdown of the early days of the Covid-19 pandemic, and then propelled by rising markets and confidence as animal spirits anticipated the …
Paul Weiss Discusses SEC Guidance on Disclosure by SPACs
The Staff of the Division of Corporation Finance recently issued CF Disclosure Guidance: Topic 11 – Special Purpose Acquisition Companies (available here). This guidance highlights disclosure considerations for SPACs at both the IPO and business combination stages, with a …