TISE revises listing rules for Special Purpose Acquisition Companies

Tuesday 17 August 2021

The International Stock Exchange has changed its listing rules to attract Special Purpose Acquisition Companies.

Activity in this area has surged in 2021, especially in the US, and now the UK has launched a new SPAC listing regime which came into effect from 10 August.

TISE initially introduced rules for listing SPACs in 2015 and it has recently revised them to align with developing market trends in both the US and Europe and notably, where there may be an institutional investor base. 

Carolyn Gelling, Head of Equity Markets at TISE, said: “Globally there has been a resurgence of SPAC activity this year, which we have watched with interest.

"Our Listing Rules for SPACs were initially introduced in 2015 and since then they have been regularly updated but with recent developments in the market there were several areas which warranted a refreshed approach.”

These key changes are:

• Dual share class structures (and founder shares) are permitted, subject to certain provisions and disclosure requirements;

• Issuers seeking to complete qualifying acquisitions must give shareholders the option to redeem, or otherwise acquire the shares from the shareholders for a pre-determined value or price per share; 

• A SPAC issuer may not need to obtain prior shareholder approval for the completion of a qualifying acquisition, subject to certain exemption provisions;

• Any proposed qualifying acquisition must be announced to the market within three business days; and

• There is no requirement for a SPAC issuer to suspend dealings in its securities upon an announcement being made in relation to a proposed qualifying acquisition.

Mrs Gelling added: “These changes have been introduced with a view to specifically attracting SPACs that have a potential sophisticated and institutional investor base. We think that with these changes, the environment at TISE is now very well suited to ‘institutional’ SPACs.”