HighCape Capital Acquisition Corp. was a special purpose acquisition company (SPAC), a shell company that raises money in an IPO and later merges with a private target—here, Quantum-Si Inc. (now Q-SI Operations Inc.)—to take it public. A key SPAC investor protection is the redemption right: before the merger closes, shareholders can typically redeem their shares for roughly $10 plus interest instead of staying invested in the post-merger company. Because many SPAC deals hinge on how many investors redeem (redemptions reduce the cash delivered to the target and can affect deal terms), disclosures around the merger vote and redemption decision are especially important. The lawsuit was filed in Delaware’s Court of Chancery alleging HighCape’s sponsor and other defendants made materially false or misleading statements and breached fiduciary duties in connection with the merger, allegedly steering shareholders away from redeeming and thereby harming them. Without admitting wrongdoing, defendants agreed to a $7.6 million settlement for investors who held HighCape Class A shares between May 10 and June 10, 2021; payouts are generally tied to shares that were not redeemed, with “recognized claim” amounts varying based on whether and when investors sold or held into Q-SI and at what prices. The case is significant because it targets the SPAC governance pressure points—conflicts between sponsors and public shareholders and the centrality of redemption economics—using Delaware fiduciary-duty theories rather than only federal securities-fraud claims. More broadly, this fits a wider wave of SPAC-related litigation and regulatory scrutiny following the 2020–2021 SPAC boom, where investors alleged overly optimistic projections, incomplete conflict disclosures, or misleading deal materials around de-SPAC mergers. Delaware courts have been a major venue for these disputes because many SPACs are Delaware entities and directors/sponsors owe fiduciary duties that can be litigated in the Chancery Court, including under its class action rules (here, a non-opt-out settlement class under Rules 23(b)(1) and 23(b)(2)). At the same time, federal securities laws and SEC rules govern disclosure obligations, and the SEC has emphasized that SPAC transactions should be held to robust disclosure standards—making settlements like this one a cautionary marker for SPAC sponsors and boards about merger communications that influence redemption decisions.