Spencer Cercone

Spencer Cercone represents public and private companies and investment banks in connection with a broad range of corporate and securities matters, including corporate finance transactions, mergers and acquisitions, business reorganizations and SPAC transactions. Spencer is experienced in initial public offerings along with private offerings of debt and equity securities. He also advises companies on corporate governance and compliance issues.

Spencer previously served as associate general counsel at Leonardo Helicopters, where he was involved in a wide range of matters involving international trade, export controls and FCPA compliance. He also provided regulatory guidance in support of complex supply chains and managed export licensing efforts in accordance with U.S. State Department and U.S. Commerce Department rules and regulations. His experience also included drafting commercial contracts, providing legal support and guidance related to commercial disputes and reviewing and revising corporate policies and operating procedures.

Concentrations

• Special Purpose Acquisition Companies (SPACs)

• Exchange Act compliance

• Annual and quarterly reports

• International trade

• Aerospace and defense

Experience

Representative Matters

• Represented Arko Holdings Ltd., one of the largest convenience store chains in the United States, in its business combination with Haymaker Acquisition Corp. II., a publicly traded special purpose acquisition company. Under the terms of the business combination, Haymaker and Arko Holdings combined under a new company, ARKO Corp., which became a Nasdaq-listed public company.

• Represented VectoIQ Acquisition Corp., a SPAC, in its business combination with Nikola Corporation, a leader in the design and development of battery-electric and hydrogen-electric vehicles.

• Represented Nebula Acquisition Corp., a SPAC sponsored by True Wind Capital, L.P., in its business combination with Open Lending LLC, a leading provider of lender enablement and risk analytics solutions to financial institutions.

• Represented Pensare Acquisition Corp. in its business combination with Stratos Management Systems, Inc., which does business as Computex Technology Solutions, a leading IT Solutions and Managed Services Provider. With the closing of the transaction Pensare was renamed American Virtual Cloud Technologies, Inc.

• Represented Constellation Alpha Corp. in its business combination with DermTech, Inc., a global leader in precision dermatology enabled by a non-invasive skin genomics platform. Constellation was renamed DermTech in connection with the closing.

• Represented Boulevard Acquisition Corp. II, a SPAC sponsored by Avenue Capital Group, in its business combination with Estre Ambiental S.A., the largest waste management company in Brazil. As a result of the transaction, Estre was listed on Nasdaq.

In-House Experience

• Associate General Counsel, Leonardo Helicopters, 2021-2024

Internships

• Student Honors Program Intern, U.S. Securities and Exchange Commission, Office of International Affairs, 2015

• Clerk, United States Attorney’s Office, Pittsburgh, PA, 2008-2010

Recognition & Leadership

Professional & Community Involvement

• Temple Law School, Guest Lecturer, 2021-23