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SPAC Roundtable: Will Terms Change?

July 20, 2021
Arnold & Porter Webinar
By Alexander Gendzier Jonas Grossman Michael Klausner Thomas McHale Adam Sokoloff Eric Ver Ploeg

The current reset moment of the SPAC market has given market participants a time to reflect on the product and possible economic and legal changes to it—notwithstanding recent signs of a comeback of the market for SPACs. Please join us for our first in a series of SPAC roundtables as our experienced panelists dive into some of the key issues in the world of SPACs.

Topics

  • What changes can we expect in the SPAC market and the basic structure of a SPAC and the de-SPAC'ed company given what has preceded us?
  • What explains the wide-ranging difference in stock price performance in post-merger SPACs (the de-SPAC'ed company)?
    • For example, in the future, will the market value SPACs and de-SPAC'd companies differently, by taking into account the degree of dilution represented by sponsors' shares and promote and the amount of fees charged? If so, will there be a shift in the allocation of value among sponsors, investors and target companies with respect to sponsor's promote and warrants?
  • What economic impact will the expected rise in enforcement and litigation actions have on valuations?
  • If the SEC begins to require enhanced disclosure regarding projections in the proxy statement/prospectus for the de-SPAC transaction, will deals change?

Panelists

  • Jonas Grossman, President and Managing Partner, Chardan, an independent global investment bank specializing in SPACs
  • Michael Klausner, Professor, Stanford University; co-author of "A Sober Look at SPACs"
  • Thomas McHale, Co-Founder and Managing Partner, Gritstone Asset Management LLC
  • Adam Sokoloff, Chief Executive Officer of USHG Acquisition Corp., a SPAC
  • Eric Ver Ploeg, Venture-Focused SPAC Sponsor, LightJump Capital

Meet the Speakers

Jonas Grossman
President and Managing Partner, Chardan
Michael Klausner
Stanford University, Professor
Thomas McHale
Co-Founder and Managing Partner, Gritstone Asset Management LLC
Adam Sokoloff
USHG Acquisition Corp., Chief Executive Officer
Eric Ver Ploeg
LightJump Capital, Venture-Focused SPAC Sponsor
Alexander Gendzier
Partner
Arnold & Porter
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