On January 24, 2024, the U.S. Securities and Exchange Commission (“SEC”) approved final rules relating to special purpose acquisition companies (“SPACs”). The final rules follow the SEC’s issuance of proposed rules on March...more
1/26/2024
/ Disclosure Requirements ,
Division of Corporate Finance ,
Final Rules ,
Initial Public Offering (IPO) ,
Investment Company Act of 1940 ,
PSLRA ,
Safe Harbors ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Special Purpose Acquisition Companies (SPACs) ,
Underwriting
On March 14, 2023, the Securities and Exchange Commission (“SEC”) issued a cease-and-desist order (the “Order”)1 and charged DXC Technology Company (“DXC”), an IT company based in Virginia, with violations of Rule 100(b) of...more
Special purpose acquisition companies (SPACs) are companies formed to raise capital in an initial public offering (IPO) with the purpose of using the proceeds to acquire an operating business or assets to be identified after...more
The panel will address issues commonly dealt with by companies after they complete a SPAC business combination, including, among others: options for addressing the warrant overhang; dealing with Delegending shares; Special...more
11/3/2022
/ Acquisitions ,
Continuing Legal Education ,
Initial Public Offering (IPO) ,
Mergers ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Securities Transactions ,
Shareholders ,
Special Purpose Acquisition Companies (SPACs) ,
Webinars
A technological error in the online comment portal on sec.gov has prevented the Securities and Exchange Commission (“SEC”) from receiving comments on twelve rule proposals (the “Affected Proposals”), according to a new SEC...more
On August 16, 2022, the Inflation Reduction Act of 2022 (the “IRA”) was enacted into law. Among other changes to the Internal Revenue Code of 1986, as amended (the “Code”), the IRA imposes an excise tax on certain repurchases...more
Global sales of electric vehicles (“EVs”) more than doubled in 2021 over 2020, from 3 million to 6.6 million, and sales were up 60% in the first quarter of 2022 over the same period in 2021.1 With this explosive growth in the...more
On March 30, 2022, the commissioners of the Securities and Exchange Commission (“SEC”) approved much-anticipated proposed rules relating to special purpose acquisition companies (“SPACs”)....more
With more than 600 special purpose acquisition companies (“SPACs”) currently looking for merger partners, private companies are likely being courted by a number of SPAC suitors....more
On March 30, 2022, the commissioners of the Securities and Exchange Commission (“SEC”) approved much-anticipated proposed rules relating to special purpose acquisition companies (“SPACs”).
...more
5/6/2022
/ Disclosure Requirements ,
GAAP ,
Initial Public Offering (IPO) ,
Investment Company Act of 1940 ,
Proposed Rules ,
PSLRA ,
Regulation S-K ,
Safe Harbors ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Shareholders ,
Special Purpose Acquisition Companies (SPACs)
On March 30, the commissioners of the Securities and Exchange Commission approved much-anticipated proposed rules relating to special purpose acquisition companies.
Originally published in The Texas Lawbook, April 4,...more
On March 30, 2022, the commissioners of the Securities and Exchange Commission (“SEC”), in a 3-to-1 decision approved the much anticipated proposed rules relating to special purpose acquisition companies (“SPACs”)....more
Since our research “Clean Energy IPOs and SPAC Combinations” was published in August of 2020, there has been a tremendous increase in SPAC and traditional IPO activity in the energy transition sector. DeSPAC business...more
I. Introduction -
This research updates last year’s report entitled, “Clean Energy IPOs and SPAC Combinations” published in August of 2020. While investments in “energy transition,” “clean energy” or with an “ESG focus”...more
Last week, a stockholder in three special purpose acquisition companies (“SPACs” – Pershing Square Tontine Holdings, Ltd. (“PSTH”), GO Acquisition Corp. and E.Merge Technology Acquisition Corp) brought novel claims against...more
As the wave of SPAC IPOs and de-SPAC transactions continues to build, so too has the scrutiny of these transactions from the SEC and the shareholder plaintiff’s bar. On April 8, 2021, the SEC gave its clearest warning yet...more
The market witnessed a flurry of renewable energy and clean tech IPOs from 2010-2015 followed by select names in the second half of the decade. In 2020, capital markets activity for clean energy and energy transition...more
12/30/2020
/ Capital Markets ,
Capital Raising ,
Capital Requirements ,
Clean Energy ,
Continuing Legal Education ,
Energy Sector ,
Initial Public Offering (IPO) ,
Investors ,
Liquidity ,
Renewable Energy ,
Special Purpose Acquisition Companies (SPACs) ,
Webinars
Private companies go public for a variety of reasons, including:
•raising capital-
•providing liquidity for existing owners-
•establishing publicly traded currency for acquisitions...
...more
For a fleeting moment, companies had the ability to raise capital on the New York Stock Exchange (“NYSE”) in connection with a direct listing (“primary direct listing”). On August 26, 2020, the Securities and Exchange...more
While the market witnessed a flurry of renewable energy and clean tech IPOs from 2010-2015, they have become much rarer in recent years despite markedly improved market fundamentals. In this article, we highlight current...more
In this presentation, we will discuss SPACs and recent transactions. The presenters will discuss considerations for target companies and their equity owners and management teams involved in M&A transactions with SPACs, and...more