This is the first book in English on SPACs in the context of European and Italian Financial Law, introducing the topic with a general overview at the European level. It is also the first book on the European financial regulation of SPACs. As such, it is a ground-breaking reference book for SPAC studies, at the international level. It offers the most comprehensive overview of the current international financial regulation of SPACs in the European Union and the United Kingdom (U.K.) against the main legal system where SPAC originates: the United States (U.S.). The edited book is focusing on finding a European legal framework for SPACs by discovering whether the Alternative Investment Fund Managers Directive (AIFMD) or the Undertakings for the Collective Investment in Transferable Securities Directive (UCITS) are applicable to them or not, and why; and identifying the objectives of financial regulation of SPACs both in the European Union, the U.S. and the U.K.. Essentially, the edited collection explores soft law and self-regulation instances against the State-based Westphalian approaches that are centred on hard law instances; describes practical examples of SPACs in Italy and Europe, and it analyses the limits and perspectives of such investment vehicles on the Italian Capital Market as well as their possible use as a form of shadow banking and venture companies at international level.

This is a much-needed work in the financial literature, and it is the first book ever to analyse the use of Special Purpose Acquisition Companies (SPACs) from a theoretical and practical perspective. By the end of 2020, more than 240 SPACs were listed in the US (on NASDAQ or the NYSE), raising a record $83 billion. The SPAC craze has been shaking the US for months, mainly because of its simplicity: a bunch of investors decides to buy shares at a fixed price in a company that initially has no assets. In this way, a SPAC, also known as a "blank check company", is created as an empty shell with lots of money to spend on a corporate shopping spree. Could the trend be here to stay? Are SPACs the new legitimate path to traditional IPO? This book tackles those questions and more. The author provides a thorough analysis of SPACs including their legal framework and how they are used as a risk mitigation tool to structure transactions. The main objectives of the book are focused on finding a working definition for SPACs and theorising on their origins, definition, and evolution; identifying the objectives of financial regulation within the context of the recent financial crisis (2007-2010) and the one that is currently unfolding (Covid-19); and also describing practical examples of SPACs through a comparative study that, for the first time, outlines every major capital market on which SPACs are listed, in order to identify a possible international standard of regulation. The book is relevant to academics as well as policymakers, international financial regulators, corporate finance lawyers as well as to the financial industry tout court.

Focusing on the Global Financial Crisis 2007-2010 and the new emerging Covid-19 crisis in 2020, this book examines the discourse on risk and uncertainty in the markets through the lens of financial crises. Such crises represent a failure of the law to regulate, and constitute the basis through which a new theory of legal constants can be introduced in comparative law. Crisis impose a dramatic reformulation of the law, the Covid-19 confirms this trend, and new out-of-law instances are appearing beyond a paternalistic approach of direct State regulation. Restructuring procedures are playing a vital role in businesses' survival, and new out-of-law mechanisms such as moratorium agreements and private workouts have become essential to preserve businesses. It is clear that the role of the law has completely changed, and this book argues that constants outside of the law are new ways to promote an "uncodified-codification" of the law. The case for uncodified uncertainty in the Covid-19 crisis is a primary example of how no codification process can ignore the importance of out-of-law instances in the act of making law. This book explores how this approach influences the harmonisation process of international economic law between national insolvency regimes and international agreed frameworks, demonstrating the role of comparative law in formulating legal constants using Covid-19 and the complexity of modern financial markets as the criterion to introduce the reader to this new theory, which claims a new role for comparative law in policy making processes within the framework of international economic law.