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SPAC Accounting and SEC Reporting – From Formation to Operating Company Merger


Speaker(s): George M. Wilson, N. Adele Hogan, Natalie Verbanac
Recorded on: Oct. 30, 2020
PLI Program #: 310795

George M. Wilson, MBA, CPA

Director
SEC Institute, a Division of PLI

 

As a Director of the SEC Institute Division of PLI, George teaches workshops dealing with a variety of SEC and FASB related topics. He developed the Institute’s initial “Advanced Accounting and Reporting for SEC Professionals” workshop, as well as workshops in a variety of technical areas including “Accounting for Derivative Instruments and Hedging Activities,” and SOX 404 ICFR audits. Before joining the SEC Institute, George was an Assistant Professor in the Department of Accounting at the University of Saint Thomas in Saint Paul, MN. He was director of the University's Accounting MBA program and also taught in the undergraduate accounting department. He has received the AICPA's Outstanding Discussion Leader Award and the Minnesota State Society's R. Glenn Berryman Award. George also served as Senior Vice President, Operations of Security Financial, where he managed the organization's initial public offering, and as a senior manager with KPMG.


Adele Hogan represents clients in mergers, securities offerings, restructuring, bankruptcies, and projects for early stage and large companies in all industries, including financial institutions (banks, private equity funds, hedge funds, venture capital, insurance, alternative assets, broker dealers); TMT (technology, media, and telecom); healthcare (pharmaceutical, biotech, medical devices, telemedicine); leisure (hotels, gaming); energy & mining; transportation (air, auto, rail, shipping); and FinTech (technology, blockchain, cryptocurrencies, trading platforms, exchanges). Ms. Hogan conducts due diligence, drafts, negotiates, advises on risk, and structures deals.

Ms. Hogan has led the corporate side for either the debtor or a credit committee work for more than 30 bankruptcies. She has also led many restructurings, including public debt consent solicitations, credit agreement amendments, and overseeing portions of restructurings of foreign banks in the areas of capital and liquidity and sales of more than $100 billion of risk weighted assets, representing clients netting derivatives and payment obligations in the Lehman bankruptcy. She drafts prepackaged bankruptcy plans, backstops, DIP documentation, bank/bond/equity financings, and litigation documents and does investigations on preferences, zones of insolvency and asset tracing. She has also led distressed public and private company M&A and 363 sales.

Ms. Hogan has experience leading Governance, Risk, and Compliance (GRC) policies and controls projects, including data privacy, data governance and cybersecurity. She has led anti-money laundering (AML), OFAC, fraud, FCPA, derivatives, foreign exchange and Libor matters. She has closed more than $200 billion in deals. She has served as a partner at several international law firms and in-house.

Cornell University BA, Cornell Law School JD. Admitted in New York, Texas and U.S. Supreme Court.


Natalie Verbanac is an assurance services partner in Marcum’s New York City office. She is a member of its SEC Practice Group and Food & Beverage Services Group. She has more than 20 years of experience providing assurance services including audits of financial statements and internal controls, and due diligence services to clients nationally and internationally in a wide range of industries, including special purpose acquisition companies, food & beverage, retail and consumer products, life sciences and healthcare technology, manufacturing and distribution, and advertising in both the private and public sector.

Ms. Verbanac has extensive experience auditing SEC reporting companies with various complex equity and derivative transactions and has worked with companies undergoing private and public equity and debt offerings, as well as merger and acquisition transactions. In addition, she performs audits on financial statements prepared in accordance with International Financial Reporting Standards and internal quality control inspections to ensure compliance with the audit process.

Ms. Verbanac is an instructor for the Firm’s Continuing Education Training Program, at the national and local levels. She is a member of the Firm’s Diversity and Inclusion Committee and is involved in its recruiting, mentoring, and volunteer programs.