Are SPACs Really “Investment Companies”?
Not according to 49 major law firms! Earlier this month, a shareholder of Pershing Square Tontine Holdings, Ltd., filed derivative litigation against the company’s board, its sponsor and other related companies, contending that the company, a SPAC organized by a billionaire hedge-fund investor, is really an investment company that should […]
DOJ and SEC file fraud charges against Nikola CEO
Is there anything topical missing from this case? There’s a SPAC. There’s social media. There’s an unorthodox, charismatic CEO. There are electric vehicles. There are hydrogen trucks with drinking fountains using hydrogen fuel cell by-product water produced by the truck—or not. And, there’s a DOJ criminal indictment and an SEC complaint. […]
SEC charges misleading claims and inadequate due diligence in SPAC transaction
The SEC has announced charges against Stable Road Acquisition Corp. (a SPAC), SRC-NI (its sponsor), Brian Kabot (its CEO), Momentus, Inc. (the SPAC’s proposed merger target), and Mikhail Kokorich (Momentus’s founder and former CEO) for misleading claims about Momentus’s technology and about national security risks associated with Kokorich. All the […]
Past Event: SPAC Litigation Update
Cooley partner Shannon Eagan spoke on a panel discussion that reviewed the types of lawsuits that are hitting SPACs as well as how you can best position your company to avoid, or at least mitigate this litigation. Topics Included Pre-close litigation beyond M&A challenge suits of the type filed against […]
Media Mention: An M&A Talent Bubble Is Forming. What Happens When It Pops?
“The sustained surge of M&A activity, SPACs, de-SPACing and IPOs has major dealmakers scrambling to find enough associates to staff their deals, risking burnout for the associates they do have on staff.”
Past Event: Venture Capital & Private Equity Conference Series Session 4
Partners John McKenna and Luke Cadigan joined PwC to discuss SPACs, tax, audit, legal, and other relevant topics for finance and legal professionals at venture capital and private equity funds. This event took place on Tuesday, June 22, 2021 at 11:00 AM PDT Register to view the recorded event.
The House Hears About SPACs
Congress now seems to be all over this SPAC phenomenon. Last week a subcommittee of the House Financial Services Committee held a hearing on “Going Public: SPACs, Direct Listings, Public Offerings, and the Need for Investor Protections.” What is the headline from the hearing? All the witnesses agreed that, to […]
Is the SEC considering guidance on SPAC projections?
Reuters is reporting—exclusively—that the SEC is contemplating issuing more guidance that would “rein in growth projections” made by listed SPACs and clarify when the PSLRA would be available to protect SPAC projections, “according to three people with knowledge of the discussions.” According to Reuters, the SEC guidance “would escalate its crackdown on the […]
Past Event: Behind the Scenes of the 2021 IPO & SPAC Boom
Cooley, DFIN, PwC, Nasdaq and The Blueshirt Group hosted a two-part webinar series Behind the Scenes of the 2021 IPO & SPAC Boom on May 4 & 11, 2021. We heard the latest insights from leaders who have successfully completed recent IPOs or SPAC mergers and learned about the current capital raising […]
PwC Southwest IPO/SPAC Readiness Seminar
Amidst the volatility of 2020, US IPOs still managed to raise a record $145 billion from 407 companies and growth is only expected to continue as vaccines become more widely available. The outlook for the capital market appears to be just as busy as 2020, as interest rates remain low […]