On August 30, 2021, more than 55 leading law firms, including Arnold & Porter, took the unusual step of issuing a collective Statement in response to a recent set of lawsuits that challenge the legality of special purpose acquisition companies (SPACs) and allege that SPACs should be considered investment companies under the Investment Company Act of 1940 (1940 Act). The law firms’ Statement rejects the claims in these lawsuits on the grounds that SPACs are not investment companies. In this advisory, we discuss the Statement issued by the law firms, the recent lawsuits that prompted the Statement, and why plaintiffs’ claims are contrary to the SEC’s historical position on whether SPACs are investment companies under the 1940 Act.
