Ben Daniels, Arila Zhou and Sabrina Galli Discuss the Limiting of SPAC Defenses in New York Law Journal

Capital Markets + Securities member Arila Zhou and Benjamin M. Daniels and Sabrina M. Galli of the Business Litigation Group co-authored the article “Delaware Courts Rejecting SPAC Defenses,” published in New York Law Journal, May 15, 2023. As litigation involving special purpose acquisition companies (SPACs) continues to gain momentum in Delaware, the authors analyze the recent decision in Delman v. Gig Acquisitions3 that could foretell a limiting of available defenses in future cases. In short, the Delaware Court of Chancery rejected each of the defendants’ arguments, which included derivative claims, holder claims, contract claims, ratification/’Corwin’ cleansing, and exculpation. To avoid future litigation claims, the authors suggest that SPACS should consider giving conservative forecasts of company performance in the proxy materials, and using lead negotiators who are disinterested and who do not stand to realize significant gains from the transaction, among their preventative measures. Read the article.

Capital Markets + Securities Team Represents Hongli Group Inc. in IPO

Robinson+Cole’s Capital Markets + Securities Team (the Team) was pleased to represent Hongli Group Inc. (Hongli) in its recent initial public offering. Hongli is a holding company that, through a series of contractual arrangements, consolidates the financial results of Shandong Hongli Special Section Tube Co., Ltd. and its subsidiaries, which is one of the leading cold roll formed steel profile manufacturers in China with respect to function innovation, performance improvement, and customized manufacturing of products, according to China Sub-Association for Cold Formed Steel Industries. On March 31, 2023, Hongli completed its $8.25 million IPO of 2,062,500 ordinary shares at $4.00 per share. The ordinary shares began trading on the Nasdaq Capital Market under the ticker symbol “HLP” on March 29, 2023. The Team members advising on this offering were Arila Zhou, Anna Jinhua Wang, and Yang Xu. Read more.

Capital Markets + Securities Team Represents ICZOOM Group Inc. in IPO

Robinson+Cole’s Capital Markets + Securities Team (the Team) was pleased to represent ICZOOM Group Inc. (ICZOOM), a company engaged in sales of electronic component products to customers in Hong Kong and mainland China through its B2B e-commerce trading platform, in its recent initial public offering. On March 17, 2023, ICZOOM completed its $6 million IPO of 1,500,000 Class A ordinary shares at $4.00 per share. The Class A ordinary shares began trading on the Nasdaq Capital Market under the ticker symbol “IZM” on March 15, 2023. The Team advising on this offering were Arila Zhou, Anna Jinhua Wang, Yang Xu, Emmett Tan and Eve Mao. Read more.

Capital Markets + Securities Team Serves as Underwriting Counsel in Xiao-I Corporation IPO

Robinson+Cole’s Capital Markets + Securities Team (the Team) served as counsel to Prime Number Capital LLC, the lead underwriter and lead book-running manager in the initial public offering of 5,700,000 American Depositary Shares (ADSs) of Xiao-I Corporation (Xiao-I), a leading cognitive artificial intelligence enterprise in China. Each ADS represents one-third of an ordinary share of Xiao-I. The ADSs began trading on the Nasdaq Global Market under the ticker symbol "AIXI" on March 9, 2023. The Team advising on the offering was led by Arila Zhou and Anna Jinhua Wang, and included Ze'-ev D. Eiger, Eve Hongye Mao and Emmett Tan. The Team attended the opening bell ceremony at Nasdaq MarketSite in Times Square on March 9 to celebrate the listing of the ADSs. The offering closed on March 13, 2023. Read more.

Arila Zhou, Ben Daniels and Sabrina Galli Say Buzzfeed Case Portends Trends in SPAC Litigation in The Review of Securities & Commodities Regulation

Capital Markets + Securities Team lawyer Arila Zhou and Benjamin M. Daniels and Sabrina M. Galli of the Business Litigation Group published their thoughtful analysis, “Buzzfeed Case Highlights New Trends in SPAC Litigation,” in The Review of Securities and Commodities Regulation, on December 14, 2022. The article examines the recent Delaware Chancery Court’s decision in the Buzzfeed litigation about the company’s SPAC transaction. The lawsuit highlights a number of emerging trends likely to impact SPAC transactions in the coming years including the difficulty of handling employee-shareholder disputes, the importance of clear arbitration agreements, and courts’ inclination to honor the traditional separation of liabilities between subsidiary and parent corporations. Read the full article.

Capital Markets + Securities Team Represents Horizon Space Acquisition I Corp. in IPO

Robinson+Cole’s Capital Markets + Securities Team (the Team) was pleased to represent Horizon Space Acquisition I Corp. (Horizon Space), a special-purpose acquisition corporation incorporated in the Cayman Islands, in its recent initial public offering. On December 27, 2022, Horizon Space completed its $69 million IPO of 6,900,000 units at $10 per unit (including units sold upon the full exercise of the underwriters’ over-allotment option). The units began trading on the Nasdaq Global Market under the ticker symbol “HSPOU” on December 22, 2022. The Team advising on the offering was led by Team Chair, Arila Zhou, and included Yang Xu and Zhe (Emmett) Tan. Read more here.

Benjamin Daniels, Arila Zhou, Trevor Bradley and Jenna Scoville Author SPAC Litigation Article for Bloomberg Law

Capital Markets + Securities member Arila Zhou and Business Litigation Group lawyers Benjamin Daniels, Trevor Bradley and Jenna Scoville co-authored, “Litigation & Enforcement Fallout of the SPAC Boom,” published by Bloomberg Law in August 2022.

The article explained that special purpose acquisition companies (SPACs), once the darlings of the financial world, have faced mounting opposition. Class-action litigation has arisen around the country, with a focus on disclosure obligations, fiduciary duties, and scienter. At the same time, the Securities and Exchange Commission (SEC) rolled out proposed rules to regulate SPACs.

The article discussed trends in those cases, including the standard to evaluate SPAC business decisions, the success of the “forward-looking-statement” defense, and courts’ treatment of scienter. It also discussed how SPACs remain a critical tool for private companies that want to go public through a business combination. Read more.

Capital Markets + Securities Team Pleased to Represent Feutune Light Acquisition Corporation in IPO

Robinson+Cole’s Capital Markets + Securities Team (the Team) represented Feutune Light Acquisition Corporation, a newly organized blank check company, in completing its initial public offering on June 21, 2022 of 9,775,00 units at an offering price of $10.00 per unit, which includes 1,225,000 units issued pursuant to the full exercise of the underwriter’s over-allotment option, for aggregate gross proceeds to the Company of $97.75M. The units began trading on the Nasdaq Global Market under the ticker symbol “FLFVU” on June 16, 2022. The Team members advising on the offering were Arila Zhou, Tim Chen, Christopher Homsy, Yang Xu and Samuel Maduabueke. Read more.

Capital Markets + Securities Team Pleased to Represent Acri Capital Acquisition Corporation in IPO

Robinson+Cole’s Capital Markets + Securities Team (the Team) represented Acri Capital Acquisition Corporation, a newly organized blank check company, in completing its initial public offering on June 14, 2022 of 8,625,000 units at an offering price of $10.00 per unit, which includes 1,125,000 units issued pursuant to the full exercise of the underwriter’s over-allotment option, for aggregate gross proceeds to the Company of $86.25M. The units began trading on the Nasdaq Global Market under the ticker symbol “ACACU” on June 14, 2022. The Team members advising on the offering were Arila Zhou and Tim Chen. Read more.

Capital Markets + Securities Team Pleased to Represent Prime Number Capital LLC in IPO of Phoenix Motor Inc.

Robinson+Cole’s Capital Markets + Securities Team (the Team) represented Prime Number Capital LLC, the lead underwriter in an initial public offering of Phoenix Motor Inc., a California based company that designs, assembles, and integrates electric drive systems and light and medium duty electric vehicles, of 2.1 million shares of common stock at an offering price of $7.50 per share, for aggregate gross proceeds of $15.75 million. The shares began trading on the Nasdaq Capital Market under the ticker symbol “PEV” on June 8, 2022. On June 10, 2022, the Team attended the opening bell ceremony at Nasdaq MarketSite in Times Square to celebrate the listing of PEV common stock. The Team members advising Prime Number on the offering were Arila Zhou, Anna Wang, Eve Mao and Yang Xu. Read more.

Capital Markets + Securities Team Pleased to Represent Prime Number Acquisition | Corp. in IPO

Robinson+Cole’s Capital Markets + Securities Team (the Team) represented Prime Number Acquisition | Corp., a newly organized blank check company, in completing its initial public offering on May 17, 2022 of 6,450,000 units at an offering price of $10.00 per unit, which includes 450,000 units issued pursuant to the partial exercise of the underwriter’s over-allotment option, for aggregate gross proceeds to the Company of $64.5M. The units began trading on the Nasdaq Global Market under the ticker symbol “PNACU” on May 13, 2022. The Team members advising on the offering were Arila Zhou, Tim Chen and Yang Xu. Read more.

Capital Markets + Securities Team Pleased to Represent Prime Number Capital LLC in IPO of Meihua International Medical Technologies

Robinson+Cole’s Capital Markets + Securities Team (the Team) represented Prime Number Capital LLC, the lead underwriter in an initial public offering of Meihua International Medical Technologies (Nasdaq ticker symbol “MHUA”), a manufacturer and provider of disposable medical devices with operating subsidiaries in China. At the closing of the IPO on February 18, 2022, a total of 3,940,000 ordinary shares of MHUA, listed on Nasdaq Global Market, were sold at a public offering price of $10.00 per ordinary share (the "Ordinary Shares"), including 340,000 Ordinary Shares issued pursuant to the partial exercise of the underwriters' over-allotment option, for aggregate gross proceeds of $39.4 million before deducting underwriting discounts and commissions and offering expenses. The successful share sale makes MHUA the first China-based company to list in the U.S. since July 2021. The Team members advising on the offering were Arila Zhou, Mitchell Lampert, Anna Wang, Yang Xu and Eve Mao. Read more.

Capital Markets + Securities Team Pleased to Represent Blue World Acquisition Corporation in IPO

Robinson+Cole’s Capital Markets + Securities Team (the Team) was pleased to represent Blue World Acquisition Corporation (Blue World), a special purpose acquisition corporation, in its recent initial public offering. On February 2, 2022, Blue World completed its $92 million initial public offering (including units sold upon the full exercise of over-allotment option) of 9,200,000 units at $10 per unit. The Team advising on the offering was led by Team Chair, Arila Zhou, and included Yang Xu and Tiange (Tim) Chen. Read more.

Robinson+Cole Lawyers Recognized in 2022 Super Lawyers®

A total of 39 Robinson+Cole attorneys were named to Super Lawyers® lists in the States of Connecticut, Delaware, Massachusetts, New York, Pennsylvania, and Rhode Island for 2022. In addition, 30 attorneys at the firm were recognized as “Rising Stars.”

Jeffrey J. White was named to the Top 50: 2022 Connecticut Super Lawyers list. Linda L. Morkan appears on the Top 25: 2022 Women Connecticut Super Lawyers list and, similarly, Natalie D. Ramsey was included in the Top 50: 2022 Women Pennsylvania Super Lawyers list. Read more in the press release.

Robinson+Cole Welcomes Three-Attorney Capital Markets + Securities Team

Robinson+Cole’s growth in its New York City-based Capital Markets + Securities Team was highlighted in a Law360 article published on March 4, 2022. The article, “Robinson & Cole Grows In NY With 3-Atty SPAC Team,” highlights the recent additions of partner, Arila Zhou, and associates Yang Xu and Tiange (Tim) Chen. The team handles capital markets and securities matters with an emphasis on special purpose acquisition corporation (SPAC) transactions and initial public offerings of foreign issuers, particularly from Asia. Zhou, Xu and Chen, all native Mandarin speakers fluent in English, were previously with Hunter Taubman Fischer & Li in New York.

Last month, the team represented the lead underwriter in the IPO of Meihau International Medical Technologies, a manufacturer of disposable medical devices with operating subsidiaries in China – the first such company to list in the U.S. since July 2021. Zhou said her decision to join the firm was influenced by positive feedback from clients at her previous position, noting that “Robinson+Cole provides a full-service offering, which makes things more efficient for our clients.” Read more about the team in the press release