This is the first in a series of briefings covering a number of recent changes to the Listing Rules for companies listed or listing on the Main Market (premium or standard segment) of the London Stock Exchange (LSE), new rules introduced by the Aquis Stock Exchange, proposed reform of the UK prospectus regime, a proposed new power to block listings on national security grounds, recent and further proposed changes to the Takeover Code and the review of financial promotion exemptions relating to high net worth individuals and sophisticated investors.
In this inaugural briefing, we concentrate on the changes that have been made to the Listing Rules in relation to special purpose acquisition companies (SPACs) and dual class share structures, as well as providing a brief overview of certain other key changes to the Listing Rules that have come into effect.
On 10 August 2021, the Financial Conduct Authority (FCA) implemented changes to the Listing Rules for SPACs. These changes were introduced in response to Lord Hill’s UK Listing Review Report, published on 3 March 2021, with the objective of attracting more SPAC listings to London.
A SPAC is a company formed to raise funds from investors through an IPO of its shares, with those funds then used to facilitate the acquisition of an operating business. The acquisition constitutes a reverse takeover as it represents a fundamental change to the SPAC’s business.
SPACs can be listed on AIM or the standard segment of the Main Market of the LSE, but are not eligible for a premium listing. Historically, far fewer SPACs have been admitted to AIM.