In the summer of 2020, Tontine, the largest ever special purpose acquisition company (SPAC), debuted on the NY Stock Exchange. Raising over $4 billion, Tontine is unique not only for its blockbuster offering but also for its structure, particularly of warrants and sponsor shares. In this video, created in partnership with the law firm Freshfields, we explore the structure and benefits of SPACs and what accounts for their explosive popularity in 2020. What was special about Tontine, and what does it mean for the future of SPACs? Seasoned practitioners Pamela Marcogliese and Sebastian Fain explain.
Pamela Marcogliese is a partner at Freshfields in the financing and capital markets practice.
Sebastian Fain is a partner at Freshfields in the corporate and M&A practice.
SPAC – a Quick Definition
According to the SEC, a SPAC is a form of blank check company, "created specifically to pool funds in order to finance a merger or acquisition opportunity within a set timeframe. The opportunity usually has yet to be identified. SPACs are also often structured to avoid being legally subject to the additional requirements [that funds be held in special escrow accounts]. However, SPACs often incorporate many of the requirements or some derivation of the requirements in order to attract investors."
Source: SEC on Blank Check Companies
Freshfields practice alerts: