SPACs GO GLOBAL: LEGAL INSIGHTS AND MARKET TRENDS

TUESDAY, NOVEMBER 30, 2021
8:00 a.m. – 9:15 a.m. New York (UTC -5)


Participants gained insight on the use of SPACs or Special Purpose Acquisition Companies within Europe, Asia and Latin America and the comparative opportunities and challenges of different regulatory frameworks in key jurisdictions.

This virtual panel was hosted by top legal practitioners from the international law firm of Winston & Strawn LLP and the CEO/Founder of SPACInsider.

8:00 a.m. – 9:15 a.m. New York (UTC -5)
7:00 a.m. – 8:15 a.m. Chicago (UTC -6)
10:00 a.m. – 11:15 a.m. Sao Paulo (UTC -3)
1:00 p.m. – 2:15 p.m. London (UTC +0)
2:00 p.m. – 3:15 p.m. Paris (UTC +1)
9:00 p.m. – 10:15 p.m. Hong Kong/Shanghai (UTC +8)

Topics

Speakers shared insights on the following topics:

  • State of the market in Europe, Asia and Latin America
  • Regulatory landscape comparative analysis for SPACs focused on the UK, France, Hong Kong and Brazil
  • Cross-border challenges, opportunities and trends
  • Live question and answer segment open to all attendees 

KRISTI MARVIN

FOUNDER & CEO 
SPACInsider

Kristi Marvin is the Founder and CEO of SPACInsider.com, a website devoted to providing real-time analysis and data focused exclusively on the Special Purpose Acquisition Company (SPAC) asset class for investors, SPAC teams, bankers, lawyers and other industry professionals. She is a former investment banker having been involved in excess of $2 billion in SPAC offerings from a book-runner position and nearly $4 billion in total as lead or co-manager.

Speakers

 

DAVID A. SAKOWITZ

PARTNER & CO-CHAIR OF CAPITAL MARKETS, NEW YORK
Winston & Strawn LLP

David Sakowitz serves as the co-chair of the firm’s Capital Markets practice and concentrates his practice in securities, international corporate finance transactions, mergers and acquisitions, and general corporate matters. He has been involved in public and private offerings in Latin America, Europe, Asia, the Middle East, Africa, and the United States, including initial public offerings, rights offerings, and debt-for-equity exchanges. David also counsels U.S. and foreign private issuers regarding ongoing compliance with SEC, New York Stock Exchange, and Nasdaq reporting obligations. Additionally, David advises clients regarding public disclosure obligations and corporate governance issues. He has experience in transactions involving special purpose acquisition companies (SPACs), acting for issuers, sponsors and underwriters in SPAC IPOs as well as for acquirers and targets in SPAC business combinations.

Recent Honors and Awards

  • David is listed as a “Key Lawyer” in The Legal 500 U.S. 2021 for Capital Markets: Equity Offerings

Publications & Speaking Engagements

  • Speaker, “SPACs: Current Market Trends” Webinar, October 14, 2021
  • Speaker, “Board Compensation Committees in 2020 and Primer on Special Purpose Acquisition Companies (SPACs),” NACD Program, November 2020

PAUL AMISS

PARTNER, LONDON
Winston & Strawn LLP

Paul Amiss specialises in SPACs, M&A, equity capital markets, joint ventures, private equity, and venture capital investments. His expertise in public markets and private equity has led him to be uniquely qualified to advise on SPACS both in the UK and in the US. For example, Paul is currently representing Broadstone Acquisition Corp., a NYSE listed SPAC founded by a UK-based team of high-profile entrepreneurs, on its US $2 billion business combination with Vertical Aerospace Group Ltd., a leading UK-headquartered engineering and aeronautical business developing electric Vertical Take-Off and Landing (eVTOL) aircraft. (Read more about the Broadstone Acquisition here.)

Paul has also been leading initiatives to educate clients and lobby for changes to the UK rules to create a SPAC market in London. He is a frequent commentator in the press on the opportunity available for UK SPACs. Some of his appearances include a discussion with the Financial Times, an interview with CNBC, and regular appearances in the UK legal press.

Recent Honors and Awards

  • Paul is recommended in The Legal 500 UK 2022, being described as “a well-established partner with a great reputation”

Publications & Speaking Engagements

    ANNIE MAUDOUIT-RIDDE

    OF COUNSEL, PARIS
    Winston & Strawn LLP

    Annie Maudouit-Ridde advises both private and listed companies, as well as their shareholders, on domestic and cross-border mergers and acquisitions, mergers of equals, and strategic alliances, with a focus on public M&A and securities law. She has developed a particular expertise in SPACs. Annie advises both issuers and investors on takeover bids and capital market transactions, such as IPOs (including SPAC IPOs), private placements, and complex equity-linked securities issuances (including equity lines). She also regularly advises listed companies, board members, and shareholders on matters relating to corporate governance and employee shareholding. Annie has spent more than ten years serving as an attorney for French, English, and U.S. law firms.

    Recent Honors and Awards

    • Best Lawyers in France: Capital Markets Law (2022)

    Publications & Speaking Engagements

    • French SPAC: The Keys To a Successful Transaction, Fusions-Acquisitions Magazine, January 2021
    • Panelist, M&A trends and SPACs, Les Echos, May 2021
    • French SPAC: The Keys To Building European Champions, M&A Review and M&A Review Europe, June 2021
    • SPAC: New Trends in France and Europe, M&A Review, October 2021
    • Panelist, Paris: new marketplace for SPACs?, Option Droit & Affaires, November 2021

    RODRIGO CARVALHO

    PARTNER, NY/BRAZIL
    Winston & Strawn LLP

    Rodrigo Carvalho, former Bank of America’s Head of Investment Banking (Legal Division) in Brazil, concentrates his practice on capital markets, M&A, and corporate finance matters in Latin America, with a special focus on Brazil. Rodrigo has acted as counsel to companies, private equity funds and strategic buyers in various landmark M&As and corporate related matters in a wide range of sectors. Rodrigo has over 15 years of experience dealing with capital markets transactions and has worked on over seventy (70) equity offerings and over fifty (50) debt offerings of Brazilian corporations in a wide variety of industries. Rodrigo leads our team in Brazil and is currently involved in several SPAC and de-SPAC discussions. Rodrigo is well-known for designing novel acquisition structures and defense strategies, overseeing the issuance of fairness opinions and valuation reports, and providing senior advice on negotiating issues in New York, London and São Paulo during his legal career. He is admitted both in New York and in Brazil. Rodrigo is leading the initiative to form Winston & Strawn’s affiliated foreign legal consultancy firm in Brazil. He will be a partner of the Brazilian affiliate, advising on international law matters in accordance with Brazilian bar rules.

    Recent Honors and Awards

    • The Legal 500 Latin America: International Firms – Recognized Lawyer, Capital Markets, Banking & Finance, and Corporate/M&A (2022)

    Publications & Speaking Engagements

    • “Co-Author”, Legal Guide for Capital Markets Access in Brazil (March 2019 - Second Edition).
    • Panelist, “SPACs: Regulatory Challenges in Brazil,” Webinar, August, 2021

    SIMON LUK

    PARTNER & CHAIRMAN OF ASIA PRACTICE, HONG KONG
    Winston & Strawn LLP

    Simon Luk is a partner and chairman of Winston & Strawn’s Asia practice. He advises Asian and international companies on a wide range of corporate finance, securities, and cross-border M&A transactions, with a strong focus on the structuring, listing, governance, and business combination of special purpose acquisition companies (SPACs). He has assisted Asia-based sponsors in completing SPAC initial public offerings in the U.S., as well as in identifying potential business combination targets in various industries including fintech, crypto-currency, media & entertaining, healthcare, new energy, and waste management.

    Recent Honors and Awards

    • China Business Law Journal, “China’s Elite 100 Lawyers (Foreign Firms)” (2019)

    Publications & Speaking Engagements

    JASON D. OSBORN

    PARTNER, NEW YORK
    Winston & Strawn LLP

    Jason Osborn counsels clients on their business development strategies and regularly represents private equity funds, SPACS, founders and entrepreneurs and other public and private companies in complex transactions, including mergers and acquisitions, leveraged buyouts, going-private transactions, joint ventures, divestitures, private financings, recapitalizations, and restructurings. He also regularly advises clients on corporate governance, executive compensation, and general corporate matters. His experience spreads across a wide range of industries such as technology, health care, financial services, retail and consumer products, and manufacturing.

    Recent Honors and Awards

    • The Legal 500 US, M&A/Corporate and Commercial – M&A: Middle Market (2016-2017)
    • The M&A Advisor, Emerging Leader (2016)
    • IFLR 1000, Notable Practitioner - M&A (2020)

    Publications & Speaking Engagements

    • Panelist, “SPAC M&A Advice,” DealFlow Annual SPAC Conference, June 23, 2021
    • “Spotlight on SPACs: Taking Mid-Year Inventory,” Mergermarket, June 2021
    • “As University Start-Ups Look to Go Public, Consider License Renegotiation and SPACs,” Technology Transfer Tactics, May 2021
    • Panelist, “Chicago Region SPAC Roundtable,” Deloitte Webinar, September 30, 2020
    • “SPACs Take 2020 by Storm and Change the IPO Game for the Long Haul,” Buyouts, September 2020
    • “Repeat SPAC Sponsors Pile Into Crowded Market,” The Deal, August 2020
       

    Continuing Legal Education

    To receive Continuing Legal Education (CLE) credit, complete the CLE Code Form with your personal information and the five-digit code announced during the presentation. Please submit the full survey for certification. Your certification will be emailed to you directly.

    CALIFORNIA
    Winston & Strawn LLP certifies that this activity has been approved for MCLE credit by the State Bar of California in the amount of 1.25 credit hour(s), which may be applied toward the General credit requirement. Provider #2073.

    ILLINOIS
    Winston & Strawn LLP certifies that this activity has been approved for MCLE credit in accordance with the requirements of the Illinois MCLE Board for a maximum of 1.25 credit hour(s) of which 1.25 credit hour(s) can be applied toward the General credit requirement. Winston & Strawn has been certified by the Illinois MCLE Board as an Accredited Provider of continuing legal education in the State of Illinois.

    NEW JERSEY
    According to reciprocity with New York, this program has been approved for 1.50 General credit(s).

    NEW YORK 
    This transitional/non-transitional continuing legal education program has been approved in accordance with the requirements of the Continuing Legal Education Board for a maximum of 1.50 credit hour(s), of which 1.50 credit hour(s) can be applied toward the Professional Practice requirement. Winston & Strawn LLP has been certified by the New York State Continuing Legal Education Board as an Accredited Provider of continuing legal education in the state of New York.

    TEXAS
    This course has been approved for Minimum Continuing Legal Education credit by the State Bar of Texas Committee on MCLE in the amount of 1.25 credit hour(s), of which 0.00 credit hour(s) will apply to legal ethics/professional responsibility credit.

    Recording and Supporting Materials

    SPACs GO GLOBAL: LEGAL INSIGHTS AND MARKET TRENDS
    Participants gained insight on the use of SPACs or Special Purpose Acquisition Companies within Europe, Asia and Latin America and the comparative opportunities and challenges of different regulatory frameworks in key jurisdictions.