Sep. 13, 2021
CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you recognize the sender and know the content is safe. Dear SEC staff, I support and am in favor of SR-NYSE-2021-45. I am a retail investor who owns large quantities of PSTH stocks. This biases my views on this proposal, but I urge you to consider the content of my message. This rule change and related SPARC instrument are a rare innovation in finance that protect investors, facilitate capital formation, and improve market efficiency. First, this rule change is proposed as a way to allow the listing of SPARC, which is an innovation on the SPAC model. The rule change is quite specific, such that it limits any loopholes for anything other than SPARC to be listed, so SPARC is the only instrument it allows. This is an extremely important aspect of rule changes: that they not allow bad actors to exploit any loopholes to harm investors. Second, SPARC is not easily exploitable by bad actors. To consider the expense of listing a free instrument such as SPARC, a bad actor would have to have a great reputation with a pool of existing investors willing to subscribe to their deal-making ability. A bad actor cannot, by definition, command such repute or following. Even if they were a Bernie Madoff type, they would not risk their credibility by putting it to the test in an efficient market. Third, the advantages for investors over the SPAC model are apparent with SPARC. It removes the deadline for the SPARC sponsor to find a good deal on a great business. Warren Buffett said recently of SPACs: \"If you put a gun to my head and said you have to buy a big business in two years, Id buy one, but it wouldnt be much of one.\" SPARC also removes the hurtful gambling via short-term SPAC options that cost countless investors billions during this year's SPAC mania. Here's an article that surveys this on just one SPAC: https://www.institutionalinvestor.com/article/b1t353k8yyfr5w/How-Millennial-Investors-Lost-Millions-on-Bill-Ackman-s-SPAC. Short-term options on SPACs are lethal for investors. Also, SPARC doesn't tie up investors' capital through the complex, long, and often unfruitful journey to a good deal by the sponsor. Fourth, the disadvantages of SPARC are... what exactly? Some might argue it would be more volatile than a SPAC share, because it doesn't hold cash in trust. We saw clearly that simply holding cash in trust was no barrier to volatility for SPAC shares and their short-term options contracts during the early part of this year. For a no-cost instrument/warrant like SPARC, whose very purpose is to alleviate the burden of keeping cash in trust, volatility is not a relevant consideration. The facts that this is a no-cost warrant and it would not have options contracts tied to it eliminate the possibility of permanent loss for investors. Finally, SEC Chair Gensler is \"animated by\" a three-part mission to help working-family investors. He wants \"to protect investors, facilitate capital formation, and ... fair, orderly, and efficient markets.\" What innovation to the SPAC model would go further to accomplish these mandates than this rule change and SPARC? It protects investors from the opportunity cost of holding cash in trust and from short-term options as a pitfall. It facilitates capital formation by allowing the sponsor more time to make a better deal without a gun to their head. It brings efficiency by freeing up capital until it is actually needed for a deal and when the target, dilution, and valuation are actually known. Therefore, not only is this rule change great for retail investors like myself, it also fits SEC Chair Gensler's mission. Please approve SR-NYSE-2021-45 and the SPARC instrument as quickly as possible. I fully support both. Thank you. Sincerely, Greg Balay