May 19, 2021

Special Purpose Acquisition Companies Under SEC Scrutiny: Mitigating Potential Liability for Offering Participants

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We presented our third webinar in our Banking & Financial Services Litigation webinar series.

This panel discussed special purpose acquisition companies (SPACs), including:

An overview of the SPAC market and the SPAC and de-SPAC transaction structure

  • The use of forecasts in connection with marketing the de-SPAC PIPE transaction
  • The availability of the PSLRA for public companies, like SPACs; comparison to IPOs; and recent SEC Staff statements
  • Cautionary language and diligence with respect to forecasts
  • Conflicts of interest in the context of SPAC transactions: SPAC board duties, diligence obligations, SEC Staff comments
  • Bringing claims for breach of fiduciary duty
  • Securities disclosure cases and proxy (14A) versus prospectus (S-4) standards
  • PIPE-related claims


CLE is not available when viewing a recording of this program. In order to receive credit you must have attended the live webinar program.

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