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Summary Special purpose acquisition companies (“SPACs”), it seems, are everywhere. SPACs have been around for decades, but use of a SPAC to take a company public without a traditional initial public offering (“IPO”) has recently exploded in popularity, especially in the first few months of 2021. One driver of the popularity of SPACs is the perception that they have lower liability risks than a traditional IPO. But a closer look at SPAC transactions suggests that the liability risks are not as low as some believe, and SPAC sponsors and directors and officers of SPAC companies should act to protect themselves against potential claims from both the private plaintiffs’ bar and the government. ....