In Thomson Reuters’ Practical Law latest Q&A, Mayer Brown Capital Markets and Tax team provides a high-level overview of the main equity and debt markets/exchanges, and the main regulators and legislation that govern them. The Q&A also covers prospectus/main offering document requirements, together with any disclosure obligations and exemptions from the requirements to publish/deliver a
SPACs
Corp Fin Staff Posts Updated Guidance on Confidential Submissions of Registration Statements
The Staff of the Division of Corporation Finance posted questions and answers regarding the confidential submission process for draft registration statements.
The guidance provides additional clarity relating to the process applicable to companies that are not emerging growth companies and that submit draft registration statements for confidential review. For example, the Q&As address confidential treatment…
The SPAC Life Cycle: Business, Legal, and Accounting Considerations Forum 2024
April 15, 2024
9:00 a.m. – 5:30 pm EDT
This program, hosted by PLI and chaired by Mayer Brown partner, Eddie Best, provides a comprehensive discussion of special purpose acquisition companies (“SPACs”) with a focus on key business, legal, SEC reporting and accounting developments and considerations in each phase of the SPAC’s finite, fast-paced life…
SEC Rulemaking Trends to Watch in 2024
The year already began with a stir—a divided SEC adopted final rules addressing the treatment of special purpose acquisition companies (SPACs). The SEC took into account only a number of the issues raised by market participants during the comment period (see our Legal Update here). But there’s much more to come. Despite some recent…
Podcast on Final SPAC Rules
On January 24, 2024, as we previously posted, the Securities and Exchange Commission (SEC) finalized the rules for special purpose acquisition companies (SPACs). Anna Pinedo, joined Yelena Dunaevsky, Senior Vice President, Transactional Insurance at Woodruff Sawyer, and founder of Women in SPACs, for a discussion.
Watch on Yelena’s podcast discussion.
SPAC Developments: SEC Amendments to SPAC IPO and de-SPAC Related Rules
February 14, 2024, PLI Webinar
3:00pm – 4:00pm ET
Register here.
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…
SEC Adopts Final Rules Relating to SPACs, Shell Companies and Projections
On January 24, 2024, the US Securities and Exchange Commission (the “SEC”) adopted new rules and amendments to existing rules and forms (the “Final Rules”) addressing (i) the treatment under the securities laws of special purpose acquisition companies (“SPACs”) in connection with their IPOs and their subsequent business combination transactions (“de-SPAC transactions”) with target operating…
Treat Like as Like? SEC Adopts Final Rules for SPAC IPOs and de-SPAC Transactions
As we previously posted, the Securities and Exchange Commission held an open meeting this morning to consider and vote on whether to adopt final rules regarding SPAC IPOs and business combinations (de-SPAC transactions). During the open meeting, Chair Gensler citing Aristotle, noted yet again a desire to treat “like as like” and, in that…
SEC to Consider Final SPAC Related Amendments
The Securities and Exchange Commission (the “SEC”) announced as part of its agenda for its January 24, 2024 open meeting that it will consider whether to adopt new rules and amendments to disclosures in initial public offerings (“IPOs”) by special purpose acquisition companies (“SPACs”) and in subsequent business combination transactions between SPACs and target companies…
New Edition: Corporate Finance and the Securities Laws

We just published a new edition of Corporate Finance and the Securities Laws. This is the seventh edition. A new edition provides an opportunity to go through the whole book and evaluate the organization of it, whether there is material that is outdated and needs refreshing (beyond that undertaken in connection with regular annual updates)…