Specialty SPAC support throughout the entire process.
A special purpose acquisition company (SPAC) is a company with no commercial operations, typically formed by individual(s) who are looking for a profitable company to acquire, and who generally supply the starting capital for the company.
A SPAC's life cycle typically consists of three distinct stages, the Pre-IPO stage, the reporting stage, and the De-SPACing stage.
The Pre-IPO stage consists of filing a registration statement which includes the financial statements of the SPAC. The financial statements included in the registration statement require an audit completed by an independent auditor who is a PCAOB registered firm. After completion of the registration statement with the U.S. Security Exchange Commission (SEC), the new SPAC company uses the same audit process as they did during registration to become a publicly traded company, referred to as "going public," with an initial public offering (IPO). This process requires the filing of an 8-K that includes the audited balance sheet as of the IPO date. After going public, those who wish to become investors in the venture are able to buy shares in the SPAC.
The money raised in an IPO is placed in an interest-bearing trust account. After the SPAC raises the desired amount of funds, they generally have 18-24 months to identify a target company to acquire and complete the process of acquisition. At this stage of the life cycle the SPAC is required to file regular quarterly filings in a form 10Q and the annual report in a form 10-K.
If a target is found and acquired within the time frame, the investors then profit from their percentage of purchased shares in the newly acquired company. If a target is not found within the given time frame, the SPAC is liquidated, and the funds are returned to the investors (less any pre-determined fees). Entering the De-SPACing stage can have a variety of complex, challenging financial reporting, technical accounting, and valuation tasks that must be handled with accuracy and efficiency.
Our team of experts can help you throughout the entire SPAC lifecycle, including:
