The beatdown continues.

The proposed business combination, announced in March 2021, was conditioned on the satisfaction of certain closing conditions within the timeframe contemplated by the Agreement.

“The reason for the mutual decision lies with market conditions preventing certain of the closing conditions from being satisfied,” said Philip Krim, chairman of Tailwind Acquisition Corp. “Although this is not the outcome we had hoped for, we remain optimistic in the growing cybersecurity and risk analytics industry and will continue to seek to identify opportunities that can capture value for shareholders.”

“QOMPLX remains confident in the strong underlying fundamentals of our business: the rapid growth of the cybersecurity and risk analytics market, our best-in-class product offerings, and our talented team,” said Jason Crabtree, CEO of QOMPLX. “We look forward to QOMPLX’s bright future of continued growth.”

Neither party will be required to pay the other a termination fee as a result of the mutual decision to terminate the Agreement.

In light of the mutual decision to terminate the Agreement, Tailwind Acquisition Corp. has cancelled its special meeting of stockholders to approve the business combination and related matters, which was scheduled for August 17, 2021.

Bill Ackman’s troubled SPAC was hit with a lawsuit Tuesday alleging the blank-check company promised “staggering compensation” to directors and asking that the entity’s special status be revoked.

The plaintiff’s lawyers — former Securities and Exchange Commission commissioner Robert Jackson and Yale law professor John Morley — claim that Pershing Square Tontine Holdings (PSTH: $20.02) isn’t an operating company at all. Instead, they say, Ackman’s SPAC is an investment firm, just like his hedge funds. They say the SPAC should adhere to the Investment Company Act of 1940.

“By telling the world that PSTH is not an ‘Investment Company’ as that term is defined in the ICA, Defendants have structured PSTH so as to charge its public investors what amounts to hundreds of millions of dollars in compensation,” the lawsuit said.

“Under the ICA and [Investment Advisers Act of 1940], the form and amount of this compensation are illegal,” it said.

The Investment Company Act and the Investment Advisers Act are the primary laws governing investment companies and investment advisers, and they give the Securities and Exchange Commission the power to regulate these entities.

SPACs, or special purpose acquisition companies, are shell corporations listed on a stock exchange with the purpose of acquiring a private company and taking the company public.

The lawsuit, filed in U.S. District Court in Manhattan, took issue with the compensation that the SPAC’s directors would have received from repurchasing warrants. Warrants are a deal sweetener that gives investors the right to buy a share of stock at a certain price before a certain time.

“The Company agreed to repurchase some of those warrants at a valuation that implied the warrants were worth, in the aggregate, more than $880 million — thirteen times what the Sponsor and Director Defendants originally paid for them,” the lawsuit said.

“This staggering compensation was promised at a time when the returns to the Company’s public investors have starkly underperformed the rest of the stock market. That is hardly the arms’-length bargain the ICA and IAA demand,” the case filing said.

Forbes Media LLC is discussing going public through a merger with Magnum Opus Acquisition Ltd. (OPA: $9.72), a blank-check firm, according to people with knowledge with the matter. 

Forbes is set to be valued at more than $650 million in a deal with the Hong Kong-based special purpose acquisition company, the people said. A deal with Magnum Opus, if reached, would scuttle Forbes’s earlier talks with a consortium led by Michael Moe’s GSV Asset Management, one of the people said. That transaction, which would have seen the business-news publisher remain private, was slated to value it at more than $600 million, Bloomberg News reported in May. 

Bill Hankes, a spokesman for Forbes, declined to comment. Representatives for Magnum Opus and GSV declined to comment.

In 2014, Hong Kong-based Integrated Whale Media Investments, led by Tak Cheung “TC” Yam, acquired a majority stake in Forbes in a deal that valued the company at $475 million. Forbes’s founding family retained a minority stake following that transaction, it said at the time. 

B.C. Forbes founded the magazine in 1917, and later handed the reins to his son Malcolm. Malcolm’s son Steve then ascended to president and chief executive officer, as well as editor-in-chief of the magazine, in 1990. He twice ran for U.S. president.

Sportradar Group AG, the sports data provider, has filed for an initial public offering in the U.S. after merger talks with a special purpose acquisition company collapsed. 

The company, based in St. Gallen, Switzerland, in its filing Tuesday with the U.S. Securities and Exchange Commission listed the size of offering as $100 million, a placeholder that will likely change. Sportradar had held talks with Horizon Acquisition Corp. II (HZON: $9.71), a blank-check company started by Eldridge Industries co-founder Todd Boehly. 

SPAC transactions have become increasingly difficult to complete as investors have grown more selective about the private investments in public equity, or PIPEs, that are typically part of the deals. Lackluster performance by companies that have gone public through SPACs as well as scrutiny from short sellers, activists and regulators also have created hurdles to getting deals done.

Investor fatigue has thrown up challenges to the IPO market as a whole, delaying several listings planned for this month. Big transactions have delivered mixed results with Robinhood Markets Inc. falling below its offer price in its July trading debut. The online trading firm has bounced back since then, closing 23% above its IPO price on Tuesday. 

Sportradar led by Chief Executive Officer Carsten Koerl, counts Canada Pension Plan Investment Board and Revolution Growth’s Evan Morgan among its largest investors, Tuesday’s filing shows. Its backers also include retired basketball star Michael Jordan and Dallas Mavericks owner Mark Cuban.  

The company has over 150 sports league partners and provides data to more than 900 sports betting operators, including DraftKings Inc. (DKNG: $51.11), which also went public through a SPAC, and Fanduel.