1-Hour Program

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Overview

The identification of multiple targets, negotiations and execution of a merger by a SPAC is complex. This Briefing will provide step by step guidance on how to accomplish a de-SPAC and successful merger.  Current legal and tactical issues will be covered.

Join Adele Hogan from Lucosky Brookman LLP and Risë B. Norman from Simpson Thacher & Bartlett LLP as they discuss:

  • SPAC market update and new trends (5 minutes)
  • How to identify targets, negotiate letters of intent, conduct due diligence more efficiently (10 minutes)
  • Negotiating key terms of the Stock Purchase Agreement (10 minutes)
  • Drafting Form S-4 merger proxy, including projections and forecast considerations (10 minutes)
  • How additional financing in difficult PIPE market and back stops are obtained and used to improve success (5 minutes)
  • Ways to improve redemption risk and the risks of the deal (10 minutes)
  • How to handle warrants, fees, broken deals and the financial arrangements (5 minutes)
  • Closing and post-merger advice (5 minutes)

 

Program Level:  Update

Intended Audience:  Attorneys and accountants who deal with SPACs, DeSPACing, PIPEs, IPOs, and M&A, including in-house counsel, outside attorneys, regulators, partners of public accounting firms and their staff

Prerequisites:  None

Advanced Preparation:  None

 

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