The SPAC Conference 2021

The SPAC Conference is the largest forum for networking and discussion of special purpose acquisition companies and alternative IPO techniques.

DealFlow Events is pleased to offer the complete set of audio/video recordings from this event along with the official Event Book & Resource Guide.

If you missed the conference, you can still benefit from all the education of attending the event. Purchase the archive event kit today or call us at (516) 876-8006 or email team@dealflowevents.com with questions.

June 23, 2021

8:00 AM - 9:00 AM

Registration & Breakfast (sponsored by Morrow Sodali)

9:00 AM - 9:15 AM

Opening Remarks

Steven Dresner

CEO
DealFlow Events

Speaker

9:15 AM - 9:30 AM

Presentation

State of The Market

A 360-degree view of the SPAC market, including a recap of recent activity
Notable trends and developments in SPAC structure and transactions
Prognostications for the remainder of 2021

Doug Ellenoff

Partner
Ellenoff Grossman & Schole

Speaker

9:35 AM - 9:55 AM

Presentation

Understanding the SPAC Frenzy

Discussion of the sustainability of deal flow and whether we’ve hit “peak SPAC”
How deadlines and competitive pressures can get in the way of closing quality deals
What comes next in 2021/2022 and beyond

Mitch Nussbaum

Co-Chair
Loeb & Loeb

Speaker

10:00 AM - 10:20 AM

Presentation

The Auditor’s Role throughout the SPAC Lifecycle

Discussion of the initial public offering process and de-SPAC/business combination
What you should know about ‘34 Act Compliance
Accounting and related due diligence matters

David Bukzin

Vice Chairman
Marcum

Speaker

10:25 AM - 10:45 AM

Presentation

Shepherding the Technology SPAC

Using the private-to-public equity (PPE) methodology
Value of a “guaranteed” IPO via SPAC
Lessons learned and specific benefits for tech companies

Andrea Betti-Berutto

Chief Technology Officer, Hardware
GigCapital

Speaker

10:45 AM - 11:15 AM

Networking Break

11:15 AM - 11:35 AM

Presentation

Will Immunovant’s Insurance Policies Protect it from Litigation & Lessons for other SPACs

Understanding which policy covers what: Representations and Warranties Insurance (RWI) vs D&O insurance
Is D&O insurance optional and why is it so expensive?
Why use or avoid RWI in a SPAC business combination
Trends in claims and litigation in D&O and RWI

Yelena Dunaevsky

Senior Vice President & Partner
Woodruff Sawyer

Panelist

Emily Maier

Partner
Woodruff Sawyer

Speaker

11:40 AM - 12:00 PM

Presentation

Master SPACs

Reintegrating IPO advantages into SPACs while benefitting from lower costs
Why SPAC structure is riskier for the SPAC than the target
Determining a fair discount and selling the target on liquidity benefits

Marc Deschenaux

Partner
Swiss Financiers

Speaker

12:05 PM - 12:25 PM

Presentation

Insuring SPAC Risk in 2021

Understanding challenges in a highly competitive market
How insurers evaluate blank-check risk
Vetting executives for D&O coverage
How much coverage is enough and understanding caps

John Marchisi

National Director – SPAC Segment
Arthur J. Gallagher & Co.

Speaker

12:30 PM - 12:50 PM

Presentation

Deep Dive into SPAC Data

Formation and capital raising activity
Outcomes and stock performance
Financing trends
Trading and market dynamics

Ben Kwasnick

Founder
SPAC Research

Speaker

12:50 PM - 2:00 PM

Lunch (sponsored by GigCapital)

2:00 PM - 2:35 PM

Presentation

The Role of Modern-Day SPAC Sponsors

The secret sauce of a successful SPAC sponsor
An insider’s view from formation to de-SPAC
Tips on critical interactions with other key players in the transaction

Karim Anani

Americas FAAS Transaction Leader
Ernst & Young

Speaker

David Cohen

Chief Operating Officer and General Counsel
Reinvent Capital

Speaker

Kristin Zimmerman

Managing Director
Morgan Stanley

Speaker

2:35 PM - 3:30 PM

Networking Break

3:30 PM - 4:10 PM

Panel

Why the COVID Pandemic Has Been a Boon for the Market

Advantages of forward-looking guidance over traditional IPOs
Uncertain times spark the popularity of a near-certain bet
Big SPAC deals make big noise, raising blank-check awareness
Post-pandemic growth prospects for SPACs

Craig Clay

President of Global Capital Markets
DFIN

Moderator

Michael Killourhy

Partner
Ogier

Panelist

Gavin Cuneo

Co-CEO
CIIG Capital Partners

Panelist

Ed Kovary

Managing Director, Head of SPAC Capital Markets
BTIG

Speaker

4:15 PM - 5:05 PM

Panel

SPAC Incentive Structure

Aligning executive compensation with post-merger performance
Factors to consider when negotiating incentive deals
Issues of change-in-control (CiC)
Determining whether the target has appropriate compensation programs to attract and retain talent

Steven Nelson

President & Chairman
Continental Stock Transfer & Trust Company

Moderator

Dave Horin

Partner
WilliamsMarston

Speaker

Crocker Coulson

Founder & CEO
AUM Media

Panelist

Marc Gabelli

Chairman & CEO
LGL Systems Acquisition Corp.

Panelist

5:05 PM - 5:20 PM

Putting Competition Winner Announced

5:20 PM - 5:30 PM

Closing Remarks

5:35 PM - 7:00 PM

Cocktail Reception (sponsored by Marcum)

June 24, 2021

8:00 AM - 9:00 AM

Breakfast (sponsored by Morrow Sodali)

9:00 AM - 9:10 AM

Opening Remarks

Steven Dresner

CEO
DealFlow Events

Speaker

9:10 AM - 9:30 AM

Presentation

De-SPACing of VC-backed Tech & Other High-growth Companies

Unique opportunities and challenges in taking tech companies public
Why VC firms are expected to drive SPAC growth in 2021
The difference between private equity vs. venture capital-backed SPACs

Josh DuClos

Partner
Sidley

Panelist

9:35 AM - 10:25 AM

Panel

Matters of Disclosure

Insiders’ potential conflicts of interest
Business combination mechanics, including the financial incentives of insiders to complete a deal
Securities ownership by insiders
Understanding additional financing that may be required, including PIPEs
The process for identifying the target, including the selection and evaluation process

Stuart Neuhauser

Partner
Ellenoff Grossman & Schole

Moderator

Steve Kaplan

Managing Director
Lucid Capital Markets

Speaker

Zac McGinnis

Managing Director
Riveron

Panelist

Scott Rubinsky

Partner, Capital Markets and M&A
Vinson & Elkins

Panelist

Brian Hecht

Partner
Katten

Panelist

10:30 AM - 10:55 AM

Fireside

Current Developments in the SPAC PIPE Market

Current state of SPAC PIPE market
Evolution of SPAC PIPE market over recent months and current trends
Positioning your PIPE for success
Legal and regulatory developments and considerations

Matt McCloskey

Head of Equity Capital Markets
I-Bankers Securities

Speaker

Glenn Pollner

Partner
WilmerHale

Moderator

10:55 AM - 11:25 AM

Networking Break

11:25 AM - 11:45 AM

Presentation

SPAC Trading: Secondary Market Liquidity Considerations

State of the Equity market – trading liquidity in 2021
Trading dynamics of SPACs in the secondary market
How retail investors have participated

Katie Stiner

Vice President of Institutional Equity Sales
Citadel Securities

Speaker

Eduardo Tamraz

Senior Executive
TPG Pace Group

Speaker

11:50 AM - 12:40 PM

Panel

SPAC Public Company Readiness Playbook

Best practices to employ before identifying a target
Understanding (and fulfilling) public company reporting challenges
A primer on the technology required to run a public company
Planning for post-merger success

John Lambert

Partner
KPMG

Moderator

Priya Cherian Huskins

Senior Vice President & Partner
Woodruff Sawyer

Panelist

Michael Brown

Co-Editor
The Deal

Panelist

Eklavya Saraf

Head of DMM Capital Markets and Business Development
Citadel Securities

Speaker

12:40 PM - 1:40 PM

Lunch (sponsored by GigCapital)

1:40 PM - 2:30 PM

Panel

Let’s Talk About (Potential) Government Regulation

SPACs raise growing policy concerns for Congress and the SEC
Issues under scrutiny include regulatory treatment, investor protection, listing standards
Will regulators crack down on high sponsor fees?
What barriers to entry might the SEC create?

Joel Rubinstein

Partner
White & Case

Speaker

Rajiv Shukla

Partner
SPAC Research

Speaker

Alex Vogel

CEO
The Vogel Group

Speaker

Lou Taubman

Partner
HTFL

Panelist

2:32 PM - 3:22 PM

Panel

SPAC M&A Advice

Dissecting an initial business combination
Understanding the buy-or-sell-side roles for strategic and financial players
How investment banks help set valuations as part of go-to-market strategies
The devil is in the details of due diligence

Justin Hamill

Partner
Latham & Watkins

Moderator

Robert Laikin

Chairman
Novus Capital I & II

Panelist

Jason Osborn

Partner
Winston & Strawn

Panelist

Billy Goldstein

Managing Director
CDX Advisors

Panelist

Carlos Alvarez

Managing Director
UBS

Panelist

3:22 PM - 3:50 PM

Networking Break

3:55 PM - 4:25 PM

Fireside

Spinning & Rolling with SPACs

Using SPACs as roll-up vehicles for multiple mergers
Prepping a division for a spin-out via SPAC

Will Braeutigam

US Capital Markets Transactions Leader
Deloitte

Speaker

Jennie Dong

Head of SPACs
NYSE

Speaker

4:25 PM - 5:05 PM

Panel

The Special Meeting to Approve the Merger - How to Handle Retail Investors

How have shareholder meetings changed in 2021
What to expect and how to prepare for the retail battle
Who are the new shareholders buying
How much time is needed to solicit votes to approve the business combination

Ari Edelman

Partner
Reed Smith

Moderator

Kevin Kelly

Senior Director
Morrow Sodali

Panelist

Josh Fagen

Senior Director, Strategic Initiatives
SoFi

Panelist

5:05 PM - 5:25 PM

Putting Competition Winner Announced

5:25 PM - 5:35 PM