On September 2, 2021, the Singapore Exchange (SGX) announced new rules that would permit special purpose acquisition companies (SPACs) to list beginning on September 3, 2021. To qualify for a listing on SGX, a SPAC must meet several listing criteria, including:
|Minimum Market Capitalization||S$150 million (~US$111.6 million)|
|Timing||A business combination (i.e., de-SPAC) must take place within 24 months of a SPAC initial public offering (IPO), with an extension of up to 12 months in certain circumstances.|
|Moratorium on Sponsor Shares||SGX would issue a moratorium on sponsor shares from IPO to de-SPAC, a six-month moratorium after the de-SPAC, and for certain issuers, an additional six-month moratorium on 50% of shares.|
|Sponsor Subscriptions||Sponsors would be required to subscribe to at least 2.5% to 3.5% of the IPO shares, units, and warrants, depending on the market capitalization of the SPAC.|
|Independence Requirements||De-SPACs would be permitted if more than 50% of independent directors approve the transaction and more than 50% of shareholders vote in support of the transaction.|
|Warrants||Warrants issued to shareholders will be detachable, and the percentage dilution to shareholders from the conversion of the warrants issued during the IPO would be capped at 50%.|
|Redemption Rights||All independent shareholders would be entitled to redemption rights.|
|Sponsor Promote||A sponsor's promote limit would be up to 20% of the shares issued during the IPO.|
Mohammed Nasser Ismail, the head of SGX's equity capital markets, commented, "We are actively engaging with potential sponsors and are expecting a robust pipeline of Asian-focused SPACs." Singapore is joining South Korea and Malaysia in permitting SPAC listings, and Hong Kong and Indonesia are currently contemplating a similar move.
Capital Markets Watch will continue to monitor developments on SPAC listings in Singapore and will provide our readers with updates as they become available.
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