On 30 March 2022, the Securities and Exchange Commission approved proposed rules relating to special purpose acquisition companies (SPACs) and released an accompanying fact sheet. Work on the final rules will begin following the public comment period, which ends on the later of 31 May 2022 and 30 days following the publication of the proposing release in the Federal Register.

Deals involving SPACs have drawn much attention in recent years due to numerous advantages, including the availability of already-raised capital and a quicker timeline than the standard IPO process. In conjunction with ACC Southern California Chapter, Baker McKenzie partners, Derek Liu, Perrie Weiner, Michelle Heisner and Steve Canner give a primer on de-SPAC transactions as a pathway for private companies to access the public markets, discuss current market trends and some of the regulatory and litigation risks associated with this deal structure.

On October 2, 2020, the Small Business Administration (SBA) published a long-awaited procedural notice that provides further clarity on procedures for changes of ownership of an entity that has received Paycheck Protection Program (PPP) funds. The procedural notice (i) identifies when a change of ownership will be deemed to have occurred, (ii) specifies the reporting obligations of PPP borrowers in connection with such change of ownership, and (iii) provides guidance as to whether the SBA’s prior approval is required. Notably, the procedural notice does not provide any relief to PPP borrowers with change of ownership transactions that were closed prior to October 2, 2020.

A proposal by the US Securities and Exchange Commission to amend the definition of “accredited investor” in Rule 501(a) of Regulation D — one of the categories of investor to which an issuer can offer and sell securities that have not been registered under the US Securities Act of 1933…

COVID-19 has spread throughout the world at devastating speed, causing unprecedented lockdowns and quarantines in numerous countries, disrupting global supply chains, and plunging capital markets dramatically lower. Companies across a variety of industries have already experienced and anticipate future substantial declines in their businesses and financial performance. For M&A transactions…

As the novel coronavirus (COVID-19) continues to impact our communities and workplaces, our primary concerns are for the well-being of all those affected by this crisis. As the leading cross-border law firm for global clients on their most complex transactions, we are helping our clients navigate the significant internal and…