UK Securities Law Update Cash Shell/SPAC regulatory developments
February 06, 2012
BY GARRETT HAYES, JONATHAN SHENKMAN & ROSS MCNAUGHTON
The UK Financial Services Authority has issued a consultation paper setting out various proposed amendments to its Listing Rules, Prospectus Rules and Disclosure and Transparency Rules which will be of fundamental importance to cash shells or special purpose acquisition companies with or seeking a UK main market listing.
In its consultation paper the FSA has highlighted various concerns it has with the typical UK-listed cash shell structure and, in particular, the tendency for such structures to outsource significant management functions of the issuer to an off-shore advisory firm.
This Stay Current sets out the FSAs proposals and considers the legal and practical implications they may have for these structures going forward. It will be of interest, amongst others, to those contemplating raising funds via a cash shell or SPAC and considering the various structuring and listing options available.