What is SPAC, And How Does it Work?

Table of Contents

SPACs, or Special Purpose Acquisition Companies, have become popular. They offer an alternative way for companies to go public. Many prefer them over traditional Initial Public Offerings (IPOs). Why? SPACs move faster and involve fewer hurdles. They are also more flexible. A SPAC raises funds before knowing which company to acquire. It then seeks out a private company, buys it, and takes it public. This process saves time compared to an IPO. Does it sound simpler than a traditional IPO? It often is. However, SPACs come with risks. There is little transparency. Investors don’t know what company the SPAC will target. They rely on the sponsor’s judgment.

You might wonder, is it a good idea to invest in a SPAC? Or, should companies consider using them to go public? We’ll explore these questions in this article. 

What is a SPAC?

A SPAC is a company formed to raise funds for acquiring another business. It has no products or operations. Its purpose is clear: buy a private company and take it public. You may hear it called a blank-check company. Why? Investors give money to a SPAC without knowing the target company. The SPAC then seeks a business to acquire. It has two years to do this. If the SPAC doesn’t find a target in that time, it returns the funds.

SPACs raise capital through an Initial Public Offering (IPO). Shares are typically priced at $10. Investors buy these shares, hoping the SPAC will find a strong company to merge with. Once the deal is done, the private company becomes public. Investors now hold shares in the new public company.

Are SPACs safe? Not necessarily. Investors don’t know what company the SPAC will acquire. It all depends on the sponsor’s choice. So, can you trust the sponsor’s decision?

How Does a SPAC Work?

Companies choose SPACs because they offer speed and certainty. A SPAC has already gone public. You can see this saves time compared to a traditional IPO. The company does not have to go through the lengthy roadshow process.

  • See, going public through a SPAC also costs less. IPOs are expensive, with underwriting fees and other costs. SPACs have fewer regulatory requirements, which makes them cheaper for private companies.
  • SPACs also offer more flexibility. A company can negotiate the terms of the deal. This flexibility may not be available in a traditional IPO. Are you wondering if this is a good option for a company? It can be, especially for companies that want to avoid the uncertainty of a traditional IPO.

Why Do Companies Choose SPACs Over IPOs?

Companies choose SPACs to go public faster. A SPAC is already public. It eliminates the need for long preparation, which includes roadshows and other steps of an IPO. Companies can access capital much quicker. SPACs are also cheaper. IPOs come with high costs, like underwriting fees. These can range from 3% to 7% of the raised funds. SPACs avoid most of these fees. Companies save money and time.

SPACs give companies more control. In an IPO, the market sets the valuation. The company has little say in the pricing. A SPAC allows companies to negotiate the terms. The company can choose the price and structure that works best. 

Why do companies want more control? It helps them avoid market volatility. Moreover, in a traditional IPO, the price can fluctuate a lot. A SPAC gives the company a more stable, predictable entry into the market.

Benefits of Investing in SPACs

  • Lack of Transparency
    Investors don’t know which company the SPAC will acquire. The target company is a mystery until the deal is made public. Does that seem risky? It is
  • Time Constraints
    SPACs have a limited time—usually two years—to find a target. If they fail, the SPAC is liquidated, and your money is returned. But how long will that take?
  • Dependence on the Sponsor
    The SPAC’s success relies on the sponsor’s ability to choose the right target. A poor decision can lead to losses. What if the sponsor picks a weak company?
  • Dilution Risk
    If a SPAC acquires a company, it often issues new shares. This can dilute the value of your investment. Are you prepared for that?
  • Conflict of Interest
    SPAC sponsors often hold a large stake, usually 20%. They pay little for this share, which may lead them to prioritize their own profit over the company’s success.

The Risks of Investing In SPACs

SPACs have led to some high-profile public listings. Virgin Galactic went public in 2019 through a SPAC called Social Capital Hedosophia. The deal raised around $800 million. Why did they choose a SPAC? It allowed Virgin Galactic to avoid the lengthy and costly IPO process. The company became the first space tourism company to go public, and that attracted significant attention.

Nikola, an electric vehicle company, also chose a SPAC route in 2020. The company merged with VectoIQ Acquisition Corp. The deal valued Nikola at $3.3 billion. Was it a success? Not exactly. Nikola faced criticism and struggled to live up to expectations after the merger. Investors saw their shares fall sharply after the deal.

DraftKings, the sports betting company, merged with Diamond Eagle Acquisition Corp. in 2020. The merger gave DraftKings a public listing and opened doors to more investors. DraftKings has since benefited from its early public access and the booming sports betting market. Does it show that SPACs can work in the right industry? Yes.

Each of these examples shows how SPACs work in different industries. But did all of them work out as planned? No. SPACs can lead to major successes, but they also come with risks. Are you ready to take those risks?

Real-World Examples of SPACs

CompanySPAC PartnerYearDeal ValueOutcome
Virgin GalacticSocial Capital Hedosophia2019$800 millionVirgin Galactic became the first space tourism company to go public. The SPAC route saved time and costs.
NikolaVectoIQ Acquisition Corp.2020$3.3 billionStruggled post-merger. Nikola faced criticism and had sharp share price drops after the deal.
DraftKingsDiamond Eagle Acquisition Corp.2020$3.3 billionBenefited from early access to the public market. The sports betting industry boomed post-merger.
OpendoorSocial Capital Hedosophia II2020$4.8 billionWent public via SPAC to take advantage of the growing online real estate market.
SoFiSocial Capital Hedosophia III2021$8.6 billionThe fintech company gained access to capital quickly. It has grown in the personal finance space.

How to Invest in SPACs?

If you are investing in SPACs it is simple, but it comes with risks. First, you need to find a SPAC that is going public. SPACs raise money through an Initial Public Offering (IPO). Shares are typically priced around $10 each. You can buy shares of a SPAC just like any other stock once it is listed on the stock exchange.

  • Would you like to invest before a merger happens? You can buy shares during the SPAC’s IPO. Alternatively, you can wait until the SPAC is trading publicly. See, once a SPAC finds a target company, the merger is announced. At that point, the target company becomes public. Your shares now represent ownership in the new public company.
  • You can also invest in SPACs through exchange-traded funds (ETFs). ETFs group several SPACs into one investment. This allows you to spread your risk across different SPACs. Would you prefer less risk? ETFs might be a good option.
  • However, are you prepared to take on risk? SPACs often don’t disclose their target until the deal is final. The success of your investment depends on the sponsor’s decision. If the SPAC merges with a poor target, your investment could lose value.

SPACs have gained massive popularity in recent years. In 2020, over 200 SPACs went public, which raised billions of dollars. Investors saw SPACs as a quicker, cheaper way to take companies public. But what caused the sudden surge in SPAC activity? The demand for faster access to the stock market was one of the key drivers. However, this boom raised concerns. Some SPACs struggled to deliver on their promises. Investors lost money when SPACs failed to find solid targets or made poor acquisitions. Why did regulators step in? The risks were clear. This led to tighter rules and more oversight.

The U.S. Securities and Exchange Commission (SEC) started focusing on SPACs. New regulations now require sponsors to provide clearer disclosures. They must explain the risks and provide more information about the target company. Investors now have a better understanding of what they are investing in. Do these changes make SPACs safer? It’s a step in the right direction, but we’ll have to see.

Other countries have also started regulating SPACs. The UK, for example, is considering tightening its rules. The global trend is shifting towards more transparency and accountability. As SPACs grow in popularity, we can expect further regulatory adjustments.

Conclusion

SPACs provide a fast and flexible way to go public. They offer lower costs and fewer hurdles than traditional IPOs. However, they come with risks. The uncertainty of the target company can lead to losses. Are you prepared for that? Investing in SPACs means trusting the sponsor’s decision. Their ability to choose a strong target is crucial. A wrong choice can result in financial setbacks. Would you be comfortable taking that risk? Regulatory changes make SPACs more transparent. The SEC now requires clearer disclosures from sponsors. You can see these changes aim to protect investors. But do they go far enough to ensure safety? Time will tell.

SPACs are a viable option for those who understand the risks. If you research carefully and make informed choices, SPACs can offer exciting opportunities. So, are you ready to consider SPACs in your investment strategy?

Start Your Days Smarter!

['related_posts']