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Overview
In 2022, the SEC proposed significant amendments to the rules and forms addressing the treatment of special purpose acquisition companies (“SPACs”) in connection with their initial public offerings (“IPOs”) and subsequent de-SPAC transactions. The proposed amendments were quite controversial and had a chilling effect on the SPAC market and resulted in changes to market practice. On January 24, 2024, the SEC will meet to consider the adoption of final rules, which, market participants hope will take into account concerns raised by commenters.
During this session expert faculty will discuss:
- The key differences between the proposed rules and final rules (10 minutes)
- Conflicts of interest, dilution, and fairness disclosures in connection with SPAC transactions (6 minutes)
- Alignment of disclosures for de-SPAC transactions with those for traditional IPOs (6 minutes)
- Projections disclosures (8 minutes)
- Financial statement and other disclosure matters (6 minutes)
- Underwriter liability (12 minutes)
- Key takeaways and practical considerations (12 minutes)
For more on this development, participants may also be interested in PLI’s The SPAC Life Cycle: Business, Legal, and Accounting Considerations Forum 2024.
Who Should Attend: Attorneys, bankers, in-house counsel and compliance personnel, financial sponsors, investors, issuers and accountants who deal with SPACs, IPOs, and reverse mergers, including those involved in the preparation or review of financial statements, partners of public accounting firms and their staff, lawyers and corporate legal staff, and investor relations professionals
Program Level: Update
Prerequisites: None
Advanced Preparation: None
Faculty:
John R. Ablan
Mayer Brown LLP
Anna T. Pinedo
Mayer Brown LLP