This morning the treasury department finally issued guidance around the issue of share buybacks, which has been haunting the capital markets since August when the 1% excise tax was first introduced. And in the nick of time too, since the tax goes into effect in less than week.
To be clear, the purpose of the excise tax was never about SPACs, they just got caught in its crosshairs thanks to the SPAC’s redemption feature. However, for some context around the situation, the 1% excise tax came about as part of the Inflation Reduction Bill that was passed this summer. Senator Kyrsten Sinema, in a last minute change, insisted the tax increase on carried interest for private equity be removed and instead, as a concession, the 1% excise tax on stock buybacks was put in.
On its surface, it appeared to be specifically meant for the typical share buyback you think of when corporations literally buy back their stock. However, all sorts of asset classes were caught up in it and affected such as redeemable preferreds and SPACs since a “redemption” is considered a buyback as well. There was quite a bit of confusion as to its interpretation and so, here we are today with the Treasury Department putting out some much needed guidance for how companies should proceed. However, in typical government fashion, it’s about as clear as a foggy windshield in blizzard.
Nonetheless, it appears that SPACs undergoing a “complete liquidation” will be spared the excise tax. To wit:
At the SPAC of Dawn Now that earnings season is in full swing, more de-SPACs are set to provide updates on how both trade and market volatility are impacting their margins. On the positive side, USA Rare Earth (NASDAQ:USAR) has continued to reap the benefits from its position as one of few US-based producers of...
This week, we sit down with Rick Hendrix and Adam Fishman from the Live Oak SPAC team. Rick Hendrix is the Founder of Live Oak Merchant Partners, and Chairman and CEO of Live Oak Acquisition Corp. V (NASDAQ:LOKV). In addition, he is an operating executive at Crestview Partners, a New York-based middle market focused private equity firm....
Berto Acquisition Corp. (NASDAQ:TACOU) announced the pricing of its upsized $261 million IPO and its units are expected to begin trading on the Nasdaq under the symbol “TACOU”, Wednesday, April 30, 2025. The new SPAC aims to conduct a broad search for a target but will have a particular interest in artificial intelligence, wellness, longevity,...
Lakeshore Acquisition III Corp. (NASDAQ:LCCCU) announced the pricing of its $60 million IPO and its units are expected to begin trading on the Nasdaq under the symbol “LCCCU”, Wednesday, April 30, 2025. The new SPAC aims to conduct a broad search for a target with a team that has previously closed business combinations in the...
Churchill Capital Corp X (NASDAQ:CCCXU) has filed for a $300 million SPAC with a broad search focus, to add to the portfolio of Churchill deals. Five Churchill deals have closed (I, II, III, IV, and AltC), while V, VI and VII liquidated in the SPAC downturn. However, keep in mind that the Churchill team still...