Attached files

file filename
S-1/A - REGISTRATION STATEMENT - Springwater Special Situations Corp.fs12021a1_springwaterspecial.htm
EX-99.3 - NOMINATING COMMITTEE CHARTER - Springwater Special Situations Corp.fs12021a1ex99-3_springwater.htm
EX-99.2 - COMPENSATION COMMITTEE CHARTER - Springwater Special Situations Corp.fs12021a1ex99-2_springwater.htm
EX-99.1 - AUDIT COMMITTEE CHARTER - Springwater Special Situations Corp.fs12021a1ex99-1_springwater.htm
EX-14 - CODE OF ETHICS - Springwater Special Situations Corp.fs12021a1ex14_springwater.htm
EX-10.8 - FORM OF INDEMNIFICATION AGREEMENT - Springwater Special Situations Corp.fs12021a1ex10-8_springwater.htm
EX-10.7 - FORM OF ADMINISTRATIVE SERVICES AGREEMENT - Springwater Special Situations Corp.fs12021a1ex10-7_springwater.htm
EX-10.6 - FORM OF STOCK ESCROW AGREEMENT - Springwater Special Situations Corp.fs12021a1ex10-6_springwater.htm
EX-10.5 - FORM OF SUBSCRIPTION AGREEMENT FOR PRIVATE UNITS AND PRIVATE WARRANTS BY INITIAL - Springwater Special Situations Corp.fs12021a1ex10-5_springwater.htm
EX-10.4 - FORM OF REGISTRATION RIGHTS AGREEMENT - Springwater Special Situations Corp.fs12021a1ex10-4_springwater.htm
EX-10.2 - FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER - Springwater Special Situations Corp.fs12021a1ex10-2_springwater.htm
EX-10.1 - FORM OF LETTER AGREEMENT FROM EACH OF THE REGISTRANT'S OFFICERS, DIRECTORS AND I - Springwater Special Situations Corp.fs12021a1ex10-1_springwater.htm
EX-5.1 - OPINION OF GRAUBARD MILLER - Springwater Special Situations Corp.fs12021a1ex5-1_springwater.htm
EX-4.4 - FORM OF WARRANT AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND - Springwater Special Situations Corp.fs12021a1ex4-4_springwater.htm
EX-4.3 - SPECIMEN WARRANT CERTIFICATE - Springwater Special Situations Corp.fs12021a1ex4-3_springwater.htm
EX-4.2 - SPECIMEN COMMON STOCK CERTIFICATE - Springwater Special Situations Corp.fs12021a1ex4-2_springwater.htm
EX-4.1 - SPECIMEN UNIT CERTIFICATE - Springwater Special Situations Corp.fs12021a1ex4-1_springwater.htm
EX-3.2 - FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION - Springwater Special Situations Corp.fs12021a1ex3-2_springwater.htm
EX-1.2 - FORM OF BUSINESS COMBINATION MARKETING AGREEMENT - Springwater Special Situations Corp.fs12021a1ex1-2_springwater.htm
EX-1.1 - FORM OF UNDERWRITING AGREEMENT - Springwater Special Situations Corp.fs12021a1ex1-1_springwater.htm

Exhibit 23.1

 

 

Independent Registered Public Accounting Firm’s Consent

 

We consent to the inclusion in this Registration Statement of Springwater Special Situations Corp. (“the Company”) on Amendment No. 1 to Form S-1 (File No. 333-254088) of our report dated January 22, 2021 except for the second paragraph in Note 8 as to which the date is February 17, 2021 and Note 7 as to which the date is June 16, 2021, which includes an explanatory paragraph as to the Company’s ability to continue as a going concern, with respect to our audit of the financial statements of Springwater Special Situations Corp. as of December 31, 2020 and for the period from October 2, 2020 (inception) through December 31, 2020, which report appears in the Prospectus, which is part of this Registration Statement. We also consent to the reference to our Firm under the heading “Experts” in such Prospectus.

 

/s/ Marcum llp  
   
Marcum llp  
New York, NY  
June 16, 2021