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Spac spat: Keeping up is hard to do

If bankers and investors thought they were having a hard time navigating the never-ending flow of Spacs, they should spare a thought for the regulators.


Sometimes things seem to fall through the net. It’s not surprising – we know as well as anyone how hard it can be to keep up with all the special purpose acquisition companies (Spac) news.

Take Northern Star Investment Corp II (Northern Star II). A poke around the company’s paperwork reveals what sounds like a delightful exchange between it and the SEC, which was fretting over the existence of a Northern Star Acquisition Corp, otherwise known as Northern Star I and the first Spac from this team.

On December 31, a letter from the SEC’s division of corporate finance to Northern Star II noted that its December 4 draft registration form S-1 had disclosed that its officers and directors fulfilled the same roles at Northern Star I.

Northern Star is certainly proving no slouch

With that in mind, the SEC asked Northern Star II to revise its draft S-1 “to explain how the shared management will prioritize and allocate opportunities and potential business target candidates between the two entities”.

In particular, the SEC wanted to know whether Northern Star I would be prioritized over Northern Star II in the search for merger targets.

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