Acting Director of the Securities and Exchange Commission’s Division of Corporation Finance, John Coates, provided additional comments on SPACs on April 8, 2021. Acting Director Coates noted the “unprecedented surge” in SPAC activity. He focused his comments on the legal liability that attaches to disclosures made in connection with the de-SPAC transaction and, in particular,
IPOs
PLI’s Private Placements and Hybrid Securities Offerings 2021
PLI’s Private Placements and Hybrid Securities Offerings 2021
April 19 – 20, 2021 Webinar
Register here.
Mayer Brown invites you to the Practising Law Institute’s Private Placements and Hybrid Securities Offerings 2021 virtual conference.
Private Placements and Hybrid Securities Offerings 2021 will focus on the changes to the exempt offering rules, including the changes…
SEC Investor Advisory Committee Discusses SPACs
By Carlos Juarez on
On March 11, 2021, the SEC’s Investor Advisory Committee convened and hosted a panel discussion regarding special purpose acquisition companies (SPACs). The panel aimed to shed light on the recent increase in SPAC activity, the risks associated with this increased activity, and potential policy implications.
Acting SEC Chair Allison Lee delivered opening remarks. She noted…
Direct Listings: A Challenge to Traditional IPOs?
By Melissa Pfeuffer on
March 2, 2021 Webinar
1:00 p.m. – 2:00 p.m. EST
Register here.
Direct listings are an alternative to the traditional IPO process and, lately, they have generated much attention. A U.S. or foreign-domiciled company may choose to register a class of its securities under the Securities Exchange Act of 1934 and list its stock…
Fintech Companies Face Investment Company Status Challenges
By Leslie S. Cruz & Stephanie M. Monaco on
Fintech companies can face a variety of regulatory challenges under the federal securities laws, including one that often receives minimal attention, namely a company’s status as an “investment company” under the US Investment Company Act of 1940 (the “1940 Act”). Fintech companies that possibly meet the threshold definition of “investment company” under the 1940 Act,…
De-SPACing—Accounting and Securities Law Considerations
By Melissa Pfeuffer on
February 25, 2021 Webinar
1:00 p.m. – 2:00 p.m. EST
Register here.
A SPAC’s initial business combination is often referred to as a de-SPACing transaction. While this is generally a merger, this is not your typical public company merger. A target company’s management and advisors will need to plan ahead and prepare the disclosures…
Alternative Venture Capital: The New Unicorn Investors
By Anna T. Pinedo on
In a new paper, Alternative Venture Capital: The New Unicorn Investors, professor Anat Alon-Beck explores the rise of alternative venture capital (AVC) investors and the ways in which these investors are affecting unicorn companies. The paper cautions that that many of the calls being made by industry groups, such as the Institute for Portfolio…
SEC Staff Guidance on SPAC Related Disclosures
By Anna T. Pinedo on
Securities and Exchange Commission Chair Clayton had commented in several interviews over the last couple of months regarding possible SEC Staff guidance regarding SPAC disclosures. In a prior post, we also had noted that in remarks given at a conference this fall, SEC Commissioner Lee also had noted that perhaps given the proliferation in…
Traditional IPO vs. Merging with a SPAC
By Anna T. Pinedo on
This chart is intended to compare and contrast, in summary form, various components of a traditional initial public offering versus merging with a special purpose acquisition company (“SPAC”).
Mortgage Market Developments and Becoming a Public Company
By Melissa Pfeuffer on
December 14, 2020 Webinar
2:00 p.m. – 3:00 p.m. EST
Register here.
In recent months, there have been a number of mortgage originators and servicers that have joined the ranks of SEC reporting companies. Some have gone public relying on a traditional IPO. While others have taken a different, and increasingly popular, alternative path…