In 2020, investors looked to make a quick buck using novel investment schemes such as driving up the price of “meme-mania” stocks using social media. (Russell Investments, Seeking Alpha). One of the most popular get-rich-quick schemes in 2020 was to invest in special purpose acquisition companies (“SPACs”). Id. SPACs are “blank check” public companies established to use investors’ capital to find and purchase private companies—a process known as a reverse merger—which private companies then become publicly traded. (Scott Deveau, Bloomberg Law; David Stein, Money for the Rest of Us). By May 2021, initial public offerings (individually, an “IPO”) of SPACs raised $100 billion in capital, already matching the total capital raised for SPACs in 2020 and setting a record for capital raised in SPACs in a single year, with over six months remaining in calendar 2021. (Russell Investments, Seeking Alpha; Emily Graffeo, Business Insider). . .
Read MoreSPAC (pronounced “spack”) is a unique type of company that offers radical, but possibly ill-advised, investment opportunities. (John Hyatt, Nasdaq). The letters in the SPAC acronym stand for “special purpose acquisition company.” (Anna-Louise Jackson and Benjamin Curry, Forbes). Many SPACs are also referred to as “blank check” companies. Id. This secondary name “blank check” is fitting given the purpose of a SPAC, which is to operate as a publicly traded company and to raise money despite providing no product or service. . .
Read MoreOn July 9, 2021, President Biden issued an executive order, “Promoting Competition in the American Economy,” which mandates greater scrutiny placed on merger deals throughout multiple sectors. (The White House, Promoting Competition in the American Economy). The order makes clear that the current Administration’s policy is to “enforce the antitrust laws to combat the excessive concentration of industry, the abuses of market power, and the harmful effects of monopoly.” Id. The order establishes a White House Competition Council, led by secretaries of multiple federal agencies, to “provide a coordinated response to overconcentration, monopolization, and unfair competition in or directly affecting the American economy.” Id. The order also encourages all appropriate agencies to vigorously and fairly enforce the Clayton Antitrust Act of 1914. . .
Read MoreSeventy percent of American consumers in 2021 want their favorite companies to make a positive social and environmental impact. (Business Wire). A willingness to socially and environmentally improve society is therefore more than good ethics—it is good business. Beyond consumer sales, many companies raise capital by attracting investments based on their environmental, social, and governance efforts (“ESG”). (James Chen, Investopedia). ESG investing criteria represent the broad non-financial factors investors increasingly apply to their analysis of potential investments. (CFA Institute). Although traditionally ESG standards are not a formal part of financial reporting requirements, ESG is rapidly becoming a commonly recognized investment metric. . .
Read MoreAs the economy progresses into an era marked by concern for climate change, investors and consumers are increasingly demanding action and focusing their attention on climate change. Publicly traded companies are not currently required to disclose information explaining their exposure to climate change to investors and the public. (Rachel Layne, CBS News). However, this voluntary disclosure may become mandated by the Securities and Exchange Commission (“SEC”) in the immediate future. (Dave Michaels, Wall Street Journal). . .
Read MoreNasdaq Inc.’s - a United States financial services company that operates stock exchanges - proposed rules regarding diversity on boards of directors were approved by the Securities and Exchange Commission (“SEC”) on August 6, 2021. (SEC, SEC Release 34-92590). In order for a self-regulatory agency (an organization, such as Nasdaq, that provides standards for and regulates its own industry) to change a rule, it must file the proposed change with the SEC and seek approval. (17 CFR § 240.19b-4; Adam Hayes, Investopedia). Nasdaq filed two proposed rule changes with the SEC on December 1, 2020, which proposed changes were published in the Federal Register and underwent the standard review and comment process. (SEC, SEC Release 34-92590; SEC, Federal Register). . .
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