The Old Tool That Will Revolutionize Investing

will this old tool transform investing

Special Purpose Acquisition Companies (SPACs) are an old financial tool that has recently become the hottest way for start-ups and big-idea companies to raise capital, especially in the tech sector. SPACs are a back door to taking a start-up public and an alternative to a traditional IPO. They offer smaller, innovative companies a way to get enough capital to become independent businesses. SPACs have become popular as they offer a way to go public with less scrutiny and more speed than a traditional IPO.

Characteristics Values
Name Special Purpose Acquisition Companies (SPACs)
Type of Companies Start-ups and big-idea companies
Amount Raised More than $30 billion
Year 2020
Comparison with Previous Year More than double
Beneficiary Companies Electric-transportation start-ups, savvy health care firms and space-exploration companies
SPACs vs IPO SPACs are a back door to taking a start-up public, an alternative to a traditional IPO
SPACs vs Distressed Companies SPACs are now seen as a way to go public with less scrutiny and more speed
SPACs in Tech Sector SPACs have become hot in the tech sector
Example Chamath Palihapitiya's first SPAC merged with Virgin Galactic
SPACs Flavors Bill Ackman’s Pershing Square Tontine Holdings, Paul Ryan's $300 million SPAC, Billy Beane's $575 million sports-focused SPAC

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SPACs are the hottest way to raise capital

SPACs, or "special purpose acquisition companies", are the latest craze in the world of finance and investing. This investment instrument has been around for a long time but has recently exploded in popularity, especially in the tech sector. With more than $30 billion raised so far this year through 75 SPACs, it has become the hottest way for companies to raise capital.

SPACs are essentially a back door for startups to go public without undergoing a traditional IPO (initial public offering). They form an acquisition fund with a so-called "blank check" goal: to acquire an unspecified company within two years. The target company becomes public through the merger. This method allows smaller, innovative companies in sectors like electric transportation, healthcare, and space exploration to access the capital needed to establish themselves as independent businesses.

SPACs have become particularly attractive to forward-leaning companies as they offer a faster route to going public with less scrutiny. They also provide more flexibility and control to the core group of investors and executives, who can negotiate all aspects of the deal, from picking board members to setting prices.

Prominent figures in the investment world, such as Chamath Palihapitiya, have been strong advocates for SPACs, promoting them as a better alternative to the traditional IPO process, which he claims "sucks away all the value". Palihapitiya's first SPAC, which raised $600 million, merged with Virgin Galactic, and his subsequent SPACs have also been highly successful, raising over $1 billion.

SPACs are not without their critics and potential drawbacks. Some view them as a shell game with possibilities for abuse. However, their popularity continues to grow, and they are increasingly seen as a favourable option for companies looking to raise capital, offering a refuge from the underpricing associated with IPOs.

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SPACs are a back door to taking a start-up public

Special Purpose Acquisition Companies (SPACs) are shell companies formed by sponsors with the sole purpose of raising capital from investors through an initial public offering (IPO). SPACs are often referred to as "blank cheque companies" because they are formed with the goal of acquiring an unspecified company within two years.

SPACs are essentially a back door to taking a start-up public and provide an alternative to a traditional IPO. The process involves forming an acquisition fund, the SPAC, which goes public through an IPO. The SPAC then merges with a private company, taking it public without the need for the traditional IPO process.

This method has gained popularity, particularly in the tech sector, as it offers smaller, innovative companies a way to raise enough capital to maintain their independence. SPACs also allow companies to go public with less scrutiny and more speed than a traditional IPO.

The perceived credibility of a SPAC is often linked to its sponsor, and well-known sponsors can attract strong attention from investors. However, it is important to note that SPACs carry more debt, are smaller, invest less, and have lower growth opportunities than firms that conduct a conventional IPO. As such, investors should exercise caution when participating in SPAC transactions.

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SPACs are an alternative to a traditional IPO

SPACs, or Special Purpose Acquisition Companies, are an alternative to a traditional IPO. SPACs are essentially a back door to taking a startup public. They are a faster, more flexible option for companies to go public.

In a traditional IPO, a private company offers new shares to the public, allowing the company to raise new capital, scale operations, and fund various strategic objectives. IPOs are the most common route for companies to begin selling shares publicly, and they are often highly publicized and anticipated market events. However, there is no guarantee that companies will raise the amount of capital they need from this public listing.

SPACs, on the other hand, are publicly traded buyout companies that aim to acquire other companies by securing a controlling stake or purchasing them outright. They begin as private companies and then undergo an IPO themselves to raise funds for their operations. After a SPAC goes public, it typically has around two years to acquire one or more companies. When a company is acquired by a SPAC, it goes public without paying the fees associated with a traditional IPO.

The main advantages of going public with a SPAC merger over an IPO are faster execution, upfront price discovery, the possibility of raising additional capital, lower costs of marketing, and access to operational expertise. A SPAC merger usually occurs in 3-6 months, while an IPO usually takes 12-18 months. The IPO price depends on market conditions at the time of listing, whereas the pricing with a SPAC is negotiated before the transaction closes. SPAC sponsors will also raise debt or PIPE (private investment in public equity) funding to fuel growth for the combined company. SPAC sponsors are often experienced financial and industrial professionals who can offer management expertise or take on a board role.

However, there are also disadvantages to going public with a SPAC merger. SPAC sponsors usually own a 20% stake in the SPAC, which dilutes the public shareholders' ownership. Initial SPAC investors may also redeem their shares, leading to a capital shortfall. The target company also has a compressed timeline for public company readiness, as they must prepare required financials in SEC filings and establish public company functions under a much shorter deadline than in an IPO. The SPAC process also does not require the rigorous due diligence of a traditional IPO, which could lead to potential restatements or incorrectly valued businesses. Finally, in a traditional IPO, there is an underwriter to ensure all regulatory requirements are met, but because a SPAC is already public, the target company does not have an underwriter.

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SPACs offer refuge from IPO underpricing

Special Purpose Acquisition Companies (SPACs) are publicly traded corporations formed with the sole purpose of merging with a privately held company to enable it to go public. SPACs have gained popularity in recent years, with the demand for SPAC investment growing 11 times between 2019 and 2021.

SPACs offer several advantages over traditional initial public offerings (IPOs). Firstly, they provide faster execution, with a SPAC merger typically taking 3-6 months compared to 12-18 months for an IPO. Secondly, SPACs offer upfront price discovery, allowing companies to negotiate pricing before the transaction closes, which is advantageous in a volatile market. Thirdly, SPACs can raise additional capital through debt or private investment in public equity (PIPE) funding, ensuring a completed transaction even if some investors redeem their shares. Fourthly, SPACs have lower marketing costs as they don't need to generate interest from investors through extensive roadshows. Finally, SPAC sponsors are often experienced professionals who can offer operational expertise and tap into their networks to benefit the merged company.

However, SPACs also come with certain challenges and risks. One of the greatest challenges is finding the best-fit SPAC sponsor among the many possibilities. SPACs also result in shareholding dilution, with sponsors typically owning a 20% stake and receiving additional shares through an earnout component. There is a potential capital shortfall if initial SPAC investors redeem their shares, forcing SPACs to raise PIPE financing. The compressed timeline for public company readiness poses another challenge, as the target company must prepare required financials and establish public company functions within a shorter timeframe.

SPACs also present certain financial risks. They may lead to underpricing, as SPACs are in business to get a good deal for their shareholders and may take the target public at a price below fair value. This can result in an "IPO pop," where the stock price increases significantly on the first day of trading, transferring value away from the company. SPACs also give investors warrants, meaning that if the stock price goes up, the company must give away more shares.

In conclusion, while SPACs offer refuge from certain challenges of IPOs, such as faster execution, upfront price discovery, and lower marketing costs, they also come with their own set of advantages and disadvantages that companies considering going public must carefully evaluate.

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SPACs offer flexibility

SPACs, or Special Purpose Acquisition Companies, are publicly traded investment vehicles that raise funds through an IPO to complete a future acquisition. They are often referred to as "blank check companies" because they are formed without assets or operations and their goal is to acquire an unspecified company within two years.

Additionally, SPACs provide greater certainty for shareholders in terms of valuation, allowing them to take more money off the table compared to traditional IPOs. They also offer benefits to private companies, such as circumventing the time-intensive and costly IPO process and providing an alternative for highly leveraged companies that may struggle to raise funds through an IPO.

The flexibility of SPACs has made them an attractive option for both investors and companies seeking to raise capital or go public.

Frequently asked questions

SPAC stands for "special purpose acquisition companies". They are a form of investment instrument that acts as an alternative to a traditional IPO.

A SPAC is an acquisition fund with the goal of acquiring an unspecified company within two years. The target company becomes public through the merger.

SPACs offer smaller, innovative companies a way to raise enough capital to become independent businesses. They also allow companies to go public with less scrutiny and more speed.

Chamath Palihapitiya, Bill Ackman's Pershing Square Tontine Holdings, and Paul Ryan have all been involved in SPACs.

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