On July 22, staff in the SEC’s Division of Economic and Risk Analysis issued an amended SPAC taxonomy that will be deployed as part of an upcoming EDGAR Release and will add the Over-allotment Option [Axis] to the dilution source link roles relating to SPAC dilution disclosure. The taxonomy also replaces the Security Class [Axis] (in certain roles relating to sponsor compensation) with Compensation Nature [Axis] (a superset of Security Class [Axis]). This allows filers to declare members needed for tagging non-security types of compensation.
The updated taxonomy also will add the following standard members to the Dilution Source domain based on additional observations of live filings:
- Deferred Underwriting Commissions [Member]
- Over-allotment Liability [Member]
- Ordinary Shares Forfeited or Cancelled [Member]
- Upfront Underwriting Fees [Member]
Finally, the modified taxonomy will favor of distinct Deferred and Upfront Underwriting Fees members rather than the current Underwriting Fees [Member].
For more details on the updated SPAC taxonomy, please see the Standard Taxonomies: Operating Companies webpage on the SEC’s website.
Source:
Updated Special Purpose Acquisition Company (SPAC) Taxonomy (sec.gov)
