Form S-4
Also known as: S-4 · merger registration
DEFINITION
S-4 is the registration form used when a public company issues shares as consideration for an M&A deal, or when a SPAC merges with a target (the de-SPAC transaction). It combines a registration statement with a proxy or information statement, since shareholders typically vote on the deal. The document contains business descriptions of both parties, the deal terms, fairness opinions, projections, and risk factors specific to the combination.
WHY IT MATTERS FOR RETAIL INVESTORS
S-4s are where M&A details actually live, beyond press-release headlines. Fairness opinions, financial projections, and the negotiation history (often called 'background of the merger') reveal what each side conceded and why. For SPAC investors, the de-SPAC S-4 is critical — it is the first time the target company's full financials and risks become public.
OFFICIAL SEC SOURCE
https://www.sec.gov/about/forms/forms-4.pdf ↗RELATED TERMS
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