Subject: Comments re proposed rule change S7-13-22 - SPACs
From: Jorge Stolfi
Affiliation:

May. 30, 2022

Dear SEC Members,


SPACs are obvious subterfuges to create
securities without going through the
legally mandated SEC review and
authorization process.  They should
just be banned outright.  The fate of
those that have been approved so far
only confirms the necessity of
that process.

By the way, the same can be said of
reverse mergers. The SEC should find
a way to prohibit those too.

Ideally, ANY merger involving a publicly
traded company should require evaluation
and approval of the stock of the proposed
merged company's stock by the SEC, as
if it was a new security.

Realistically, maybe this requirement
can be imposed if (1) only one of the
companies is publicly traded, or (2) if
the market cap of the acquired company
exceeds (say) 10% of the combined market
cap.

Thanks for the attention.


Jorge Stolfi
Full Professor
Institute of Computing
University of Campinas (UNICAMP), Brazil