The Latest SPAC News and Rumors: March 30, 2023
by Marlena Haddad on 2023-03-30 at 11:34am

Below is a daily summary of links to the latest SPAC news and rumors gathered across the web. 

Latest SPAC News:  Volta sued over SPAC deal, Liberty Resources establishes M&A Transition Taskforce, and chancery validates SPACs’ charter amendments and share issuances 


Volta Sued Over SPAC Deal as $169M Shell Sale Is Approved

An investor sued Volta Inc. (NYSE:VLTA) on Wednesday—the same day shareholders approved its $169 million sale to Shell Plc—over concerns that insiders may have engineered an earlier blank-check deal to give themselves a windfall at everyone else’s expense.

The lawsuit seeks internal files from Volta to investigate allegations that the lopsided structure of its 2021 merger with Tortoise Acquisition Corp. II, a “special purpose acquisition company,” drove the deal’s backers to dupe public investors into participating. The claims echo a familiar refrain at the heart of dozens of other similar cases brought in recent years.

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Liberty Resources Acquisition Corp. Announces the Establishment of the M&A Transition Taskforce to Further Support the Business Combination With Caspi Oil Gas LLP

Liberty Resources Acquisition Corp. (NASDAQ: LIBY) a special purpose acquisition company, announced today the establishment of a M&A Transition Taskforce to support the business combination with Caspi Oil Gas LLP (“COG”) and execution of pre and post transaction business plans.

As previously announced, Liberty entered into a definitive business combination agreement effective December 15, 2022 that will result in Liberty becoming a wholly owned subsidiary of Liberty Onshore Energy B.V. (“PubCo”).

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Chancery Validates SPACs’ Charter Amendments and Share Issuances

Many SPACs, in connection with a de-SPAC merger, have approved charter amendments authorizing an increase in the number of their authorized shares of Class A Common Stock to facilitate the issuance of shares required for the merger. Based on widely accepted legal advice at the time, such amendments typically were approved by vote of the Class A and Class B Common Stock voting together. However, in a December 2022 decision, Garfield v. Boxer, which came as a surprise to corporations and legal practitioners, the Delaware Court of Chancery indicated that such amendments require, in addition, a separate vote of the Class A common shares.

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Online used-car marketplace Shift cuts workforce 30% following CarLotz merger

Online used vehicle retailer Shift Technologies (NASDAQ: SFT) cut its workforce by 30% in the first quarter as the company sought to reduce costs and eliminate duplicate positions following its merger with CarLotz, CEO Jeff Clementz said during an earnings call.

Shift Technologies, which went public in 2020 via a merger with a special purpose acquisition company, reported it generated $65.6 million in revenue in the fourth quarter, a 67% drop from the same year-ago period. Shift reported an operating loss of $60.7 million in the fourth quarter, a 14% increase from the same period in 2021.

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