SEC Approves NYSE Amendment of Shareholder Approval Provisions
In December 2020, the NYSE proposed to relax the requirements for shareholder approval of related-party equity issuances and bring them into closer alignment with the comparable Nasdaq rules by amending Sections 312.03, 312.04 and 314.00 of the NYSE Listed Company Manual. The amendments were intended to provide more flexibility to raise […]
Corp Fin Again Amends Guidance on Extensions of Confidential Treatment Orders
Corp Fin has once again amended Disclosure Guidance Topic No. 7, Confidential Treatment Applications Submitted Pursuant to Rules 406 and 24b-2, to modify “”slightly “”the alternatives available for companies with confidential treatment orders that are about to expire. The guidance was last amended in September 2020 (see this PubCo post), but […]
Un-Packing SPACs: Risks, Rewards and Everything in Between
Special purpose acquisition companies (SPACS) have exploded as an increasingly popular way for private companies to go public. There were more SPAC IPOs in 2020 than traditional IPOs. The market for SPAC IPOs and so-called “œde-SPAC ” transactions, by which private companies become public companies by combining with a SPAC, […]
After Climate, is Enhanced Diversity Disclosure Next?
It’s not just mandatory climate disclosure that’s on the agenda for Acting SEC Chair Allison Lee. Last week, as reported by Reuters, in remarks to a forum for securities industry professionals, she said that the SEC “œshould think more “˜creatively and broadly’ about tackling issues of race and gender diversity, […]
SPAC Trend Gives Rise to Securities Enforcement and Litigation Risks
What is a SPAC Special purpose acquisition companies (SPACs) are on the rise. A SPAC is a publicly traded shell company with no underlying operating business that seeks to merge with a target operating company. According to Nasdaq, in 2015, SPACs made up approximately 12% of the IPO market, but by […]
Past Event: Un-packing SPACs: Risks, Rewards and Everything in Between
Special purpose acquisition companies (SPACS) have exploded as an increasingly popular way for private companies to go public. There were more SPAC IPOs in 2020 than traditional IPOs. The market for SPAC IPOs and so-called “œde-SPAC ” transactions, by which private companies become public companies by combining with a SPAC, […]
TechGC SPAC & Direct Listing Virtual Forum
SPACs and Direct Listings have emerged as a significant new liquidity path for high growth tech companies over the last several months. TechGC hosted a three-day virtual forum, which discussed how to approach these liquidity events strategically including evaluating which structure to use, understanding economics/dilution and how to execute on these transactions.Featured […]
Past Event: 2020 TechGC SPAC Forum
SPACs and Direct Listings have emerged as a significant new liquidity path for high growth tech companies over the last several months. In this three-day virtual forum, we’ll discuss how to approach these liquidity events strategically including evaluating which structure to use, understanding economics / dilution, and how to execute […]
Corp Fin Issues Disclosure Guidance on SPACs
Happy new year! To complete the year- and term-end surge, just before Christmas, the Corp Fin staff issued CF Disclosure Guidance: Topic No. 11 regarding disclosure considerations for special purpose acquisition companies in connection with their IPOs and subsequent business combinations, often referred to as de-SPAC transactions. As usual, the […]
Past Event: SPACs – The Next Generation of IPOs or Just a Fad?
Driven by ongoing market pressures brought on by the COVID-19 pandemic, we have seen a surge of interest in special purpose acquisition (SPAC) transactions from companies across sectors. During this session, we heard from industry lawyers, exchange executives, and investment bankers on key considerations for navigating a SPAC merger, as […]