SPACs in the SEC Spotlight – Guidance, Comments and Enforcement

The explosion of SPAC transactions has drawn significant scrutiny from the SEC.  Disclosure Guidance Topic 11 enumerates concerns ranging from sponsor and founder incentives to potential conflicts of interest.  Corporation Finance comments on SPAC IPOs and de-SPACing transactions provide important insights into problematic reporting issues such as needs for additional financing.  Recent speeches raise potential enforcement concerns.  Understanding these issues provides important insights to help avoid problems in SPAC transactions.  Please join Marc Silverman of Withum Smith+Brown, PC, Jonathan H. Talcott of Nelson Mullins Riley & Scarborough LLP and PLI’s SEC Institute discussion leader George M. Wilson as they deep dive into SEC guidance, comment letters and enforcement concerns about SPAC transactions.

Topics to be discussed include:

• Key issues in CorpFin Disclosure Guidance Topic 11 – 10 minutes
• Example SEC comments and responses on SPAC IPO’s– 15 minutes
• Example SEC comments and responses on de-SPACing transactions– 15 minutes
• Example enforcement issues in SPAC transactions – 10 minutes
• Disclosure considerations for SPACs going forward – 10 minutes

Program Level:  Update 

Intended Audience:  Accountants and attorneys who deal with SEC reporting and disclosure and related accounting issues, including CFOs, controllers and their staff, internal auditors, partners of public accounting firms and their staff, in-house counsel and outside attorneys

Prerequisites:  None

Advanced Preparation:  None