“SPAC” Special Purpose Acquisition Corporation Douglas S Ellenoff .ppt

“SPAC” Special Purpose Acquisition Corporation  Ellenoff Grossman Schole LLP Ellenoff Grossman Schole LLP is a New York-based law firm with 45 professionals offering its clients legal services in a broad range of entrepreneurial business related matters. The Firm specializes in many areas of commercial law: Corporate, Securities, Venture Capital, Broker-Dealer Regulations, Hedge Funds, Real Estate, Litigation, Tax and Estate Planning. The Firm has 25 Securities professionals specializing in a range of activities, including: Venture Capital Public Offerings (IPOs and Secondaries) – Including SPACs PIPEs Mergers and Acquisitions Exchange Act? reporting (Form 10-Ks, 10-Qs and Proxies)? NASD, AMEX, NASDAQ and OTC compliance SPAC IPO PracticeEllenoff Grossman Schole LLP SPAC MA Assignments In addition to our IPO experience with SPACs, we have been involved with nearly 20 SPAC M A assignments, which includes a couple as special SPAC counsel to other law firms. The combined transaction value of all of these deals exceeds $2,000,000,000. Closed: Boulder/GFA - $465 million – purchaser’s counsel FMG Acquisition Corp. - $105 million - purchaser’s counsel StarMaritime/TMT - $345 million – seller’s counsel HAQ/PharmAthene - $100+ million - purchaser’s counsel Vantage Energy Services/OGIL - $800+ million - purchaser’s counsel Community Bankers Acq./Trans Community Financial $48.5 million – purchaser’s counsel Camden Learning/NAV - $100 million purchaser’s counsel Alternative Asset Management/Great American - $150+ million – purchaser’s counsel What is a SPAC? Newly formed corporation by prominent and qualified sponsor/management team for the purpose of raising capital in an IPO in anticipation of identifying and consummating a business combination A SPAC seeks to leverage the strength and recognition of the management team within an industry or geographic location to secure proprietary deal flow and ide