SEC Debuts New SPAC Rules

by | Mar 30, 2022

EV battery swapping infrastructure player Gogoro is close to merger approval, BREZ extends. And the day’s news in SPACs.

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SEC Debuts NEW SPAC Rules (spoiler alert: they’re tougher)

The SEC today debuted new rules for SPACs consistent with the agency’s tough rhetoric. Proposed rules are mostly around tightening disclosures and include:

  • Amending the definition of a “blank check company” to make the liability safe harbor for forward-looking statements, such as business forecasts, unavailable in filings by SPACs. The move would leave SPACs open to investor lawsuits as a result of overly aggressive projections.
  • Requiring that the SPAC’s private business target be a co-registrant when the company files an S-4.
  • Better policing of conflicts of interest, fees and potential dilution.
  • Updating the Securities Act of 1933 to limit the types of financial statements that can be made by SPACs and their merger targets.

“Investors deserve the protections they receive from traditional IPOs, with respect to information asymmetries, fraud, and conflicts,” said SEC Chair Gary Gensler. The SEC will vote to approve the rules after a 60-day period for public comment on its proposal. 

Poema Global Holdings Corp. (PPGH) Announces Expected Close for Gogoro

PPGH announced it expects to close its merger with Taiwanese EV battery swapping network supplier Gogoro on 4/4, following its anticipated merger approval vote tomorrow. SPAC extends redemption deadline to 4/1 and expects to deliver “at least $335M of gross proceeds” and has $295M in PIPE commitments.

Gogoro makes smart swappable batteries and charging infrastructure and cloud software that monitors the condition and performance of vehicles and batteries. Apart from its own brands, including Smartscooters and Eeyo electric bikes, Gogoro also makes its platform available through its Powered by Gogoro Network (PBGN) program, which enables partners to create vehicles that use Gogoro’s batteries and swapping stations. Gogoro will trade on the NASDAQ as “GGR.”

BREZ Sets Extension Date Vote

Breeze Holdings Acquisition Corp. (BREZ) sets September extension vote for 5/5. The SPAC, which has a pending deal announcement with space logistics company D-Orbit S.p.A, has ~$10.35 in trust.

Artemis Strategic Investment Corp (ARTE) Strikes SPAC Deal with Novibet

Artemis Strategic Investment Corp (ARTE) is taking European (profitable) online gaming and gambling company Novibet public via SPAC. The deal values Novibet on a $696M EV yet does not include any PIPE financing.

Elsewhere in SPACs

  • This week’s deSPACs– spacecraft manufacturer Terran Orbital Corp. (LLAP) and satellite Internet Service Provider (ISP) Starry (STRY) — both ‘new’ space names, have been under selling pressure. LLAP and STRY closed at $8.71 and $8.45, respectively.

SPAC Calendar

SPAC Deal Votes

  • Mar 31 | HLXA –> MoonLake Immunotherapeutics AG
  • Mar 31 | PPGH –> Gogoro

Today’s Price Action

Biggest Gainers

1.02% ~ $ 9.92 | ACAX – Alset Capital Acquisition Corp. (Pre-Deal)
.68% ~ $ 11.80 | CFVI – CF Acquisition Corp. VI (Announced)
.61% ~ $ 9.84 | ARYD – ARYA Sciences Acquisition Corp IV (Pre-Deal)
.61% ~ $ 9.93 | BLSA – BCLS Acquisition Corp. (Pre-Deal)
.61% ~ $ 9.95 | TGVC – TG Venture Acquisition Corp. (Pre-Deal)
.51% ~ $ 9.82 | WPCA – Warburg Pincus Capital Corporation I—A (Pre-Deal)
.50% ~ $ 9.99 | VHNA – Vahanna Tech Edge Acquisition I Corp. (Pre-Deal)
.49% ~ $ 10.18 | LCAP – Lionheart Acquisition Corporation II (Announced)
.49% ~ $ 10.23 | SV – Spring Valley Acquisition Corp (Announced)
.41% ~ $ 9.69 | HWEL – Healthwell Acquisition Corp. I (Pre-Deal)
.41% ~ $ 9.72 | GHIX – Gores Holdings IX, Inc. (Pre-Deal)
.41% ~ $ 9.89 | POND – Angel Pond Holdings Corp (Announced)
.41% ~ $ 9.89 | AIB – AIB Acquisition Corp (Pre-Deal)
.40% ~ $ 9.92 | HZON – Horizon Acquisition Corporation II (Pre-Deal)
.40% ~ $ 9.96 | SCMA – Seaport Calibre Materials Acquisition Corp. (Pre-Deal)
.40% ~ $ 9.97 | LATG – LatAmGrowth SPAC (Pre-Deal)
.40% ~ $ 10.00 | MTAL – Metals Acquisition Corp (Pre-Deal)
.40% ~ $ 10.05 | DTRT – DTRT Health Acquisition Corp. (Pre-Deal)
.36% ~ $ 9.81 | BLNG – Belong Acquisition Corp. (Pre-Deal)
.36% ~ $ 9.86 | FCAX – Fortress Capital Acquisition Corp (Pre-Deal)

Biggest Losers

-2.91% ~ $ 10.00 | HLXA – HELIX ACQUISITION CORP (Announced)
-2.30% ~ $ 9.77 | RCAC – Revelstone Capital Acquisition Corp. (Pre-Deal)
-1.92% ~ $ 68.47 | DWAC – Digital World Acquisition Corp. (Announced)
-1.83% ~ $ 10.17 | AMAO – American Acquisition Opportunity Inc (Pre-Deal)
-1.56% ~ $ 11.38 | GGPI – Gores Guggenheim, Inc (Announced)
-1.49% ~ $ 9.95 | MURF – Murphy Canyon Acquisition Corp. (Pre-Deal)
-1.42% ~ $ 9.70 | MITA – Coliseum Acquisition Corp. (Pre-Deal)
-.82% ~ $ 9.72 | HPLT – Home Plate Acquisition Corp (Pre-Deal)
-.70% ~ $ 9.88 | DYNS – Dynamics Special Purpose Corp. (Announced)
-.61% ~ $ 9.85 | RONI – Rice Acquisition Corp. II (Pre-Deal)
-.60% ~ $ 9.88 | GMBT – Queen’s Gambit Growth Capital (Announced)
-.60% ~ $ 9.89 | BRAC – Broad Capital Acquisition Corp (Pre-Deal)
-.55% ~ $ 9.95 | APCA – AP Acquisition Corp (Pre-Deal)
-.51% ~ $ 9.66 | SCRM – Screaming Eagle Acquisition Corp. (Pre-Deal)
-.50% ~ $ 9.99 | PPGH – Poema Global Holdings Corp. (Announced)
-.50% ~ $ 10.01 | IPOD – Social Capital Hedosophia Holdings Corp IV (Pre-Deal)
-.41% ~ $ 9.80 | OHAA – Opy Acquisition Corp. I (Pre-Deal)
-.41% ~ $ 9.81 | AURC – Aurora Acquisition Corp. (Announced)
-.40% ~ $ 9.86 | DNAA – Social Capital Suvretta Holdings Corp. I (Announced)
-.40% ~ $ 9.88 | SCUA – Sculptor Acquisition Corp I (Pre-Deal)

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