Special-purpose acquisition companies (SPACs) are in vogue today as a way for investors and public companies to mitigate public market volatility and risk. But what risks and opportunities do they pose? We’ll discuss:
- The history of SPACs and conditions and trends driving 2020’s record-breaking pace of SPAC use.
- Traditional IPOs vs. SPACs—important differences between the two paths to public, including practical issues and considerations.
- Lifecycle of a SPAC from inception through merger consummation and as a newly public operating company.
- Tax considerations of a SPAC target company.
Meet the speakers
Wolfe is the US Deloitte Private Tax leader and a tax partner in the Chicago office. With over two decades of experience, Wolfe has served a variety of technology, life science, retail, real estate, manufacturing, and distribution clients, ranging from Fortune 500 multinational organizations to start-up ventures. For the past 18 years, he has concentrated his professional efforts on advising complex privately-held organizations and in-bound companies. As a trusted advisor to his clients, Wolfe has led multi-disciplined engagement teams that provide a variety of tax and non-tax services around the areas of corporate restructurings, mergers and acquisitions, due diligence, IPO planning, finance transformation, tax compliance and tax controversies assistance. Wolfe is also a senior advisor to the Deloitte Private Global Executive Committee and is a member of the US Deloitte Tax leadership group and the Chicago Tax leadership team. He has authored a number of articles on the impact of the 2017 Tax Act and has been interviewed by the Wall Street Journal, Politico, the New York Times, The Economist, and Investment News on these matters.
Will is a partner with Deloitte &Touche LLP and offers more than 16 years of experience providing advisory and audit services to clients. He leads Deloitte’s Central Region IPO and SPAC Execution Group for the Accounting, Reporting and Advisory practice. He has extensive private equity experience including auditing and/or advising portfolio companies regarding public exit strategies. He has extensive experience leading IPO engagements including reverse mergers, special purpose acquisition companies, recapitalizations, Up-C Structures, predecessor accounting, and SEC pre-clearance filings. He is a certified public accountant in Texas and has a Masters in Professional Accounting from the University of Texas.
Based in Charlotte, Phil is the chief executive officer of Deloitte Corporate Finance LLC (DCF), Deloitte’s National Investment Banking practice in the United States, which is one of the leading M&A advisors to the middle market. Phil also leads DCF's Business Services Group. Prior to joining DCF, he served as a managing director and co-founding partner at McColl Partners LLC and led the firm's Financial and Business Services Group. Phil has served as a lead advisor for the sale or acquisition mandates of numerous companies in each of the following industries: human resource services, outsourced software, postsecondary education, corporate training, community banking, and consumer finance, among others. Previously, he was at Bowles Hollowell Conner/First Union Securities and Lehman Brothers. Experience Advisor to Bankers Healthcare Group, Inc., a leading full-service commercial loan provider to healthcare professionals nationwide, in its minority investment from Pinnacle Bank, a subsidiary of Pinnacle Financial Partners, Inc. Advisor to ArcaTech Systems, LLC, a global leader in cash automation and payment technologies, on its acquisition of CTS Electronics S.P.A. and five related entities, collectively a global provider of cash, check, and card automation technologies based in Ivrea, Italy Advisor to IQNavigator, Inc., a portfolio company of GTCR LLC, on the sale of its managed services provider division to MSX International Inc. Advisor to VitalSmarts, LC, a global corporate training and leadership development firm, on its sale to PCDHC, a subsidiary of Providence Equity Partners Advisor to Pinnacle Mortgage, a mortgage banking firm, on its sale to Universal American Mortgage, the mortgage banking subsidiary of Lennar Corporation Advisor to The Delta Companies, a provider of healthcare staffing services, on its sale to Mitsui & Co. Advisor to General Information Services, a leading talent acquisition and onboarding solutions provider, on its strategic alternatives review and senior debt financing Advisor to Career Step, a leading online training company, on its recapitalization with DW Healthcare Partners and BB&T Capital Partners Advisor to Omega Training, a leading defense staffing and training company, on its sale to Cubic Corporation Advisor to Bryant & Stratton College, an established postsecondary school, in its recapitalization with Parthenon Capital Partners Advisor to esmartloan.com, a leading online mortgage company, on its sale to Capital One Professional Affiliations Member and former President of ACG Charlotte Chairman of the Board of Trustees of Trinity Episcopal School Serves on the Board of Directors of the Make-A-Wish Foundation of Central and Western North Carolina Education & Certifications University of Chicago, Booth School of Business: MBA, Finance and Accounting University of Virginia: BA, Economics Transactions presented may include transactions for which DCF professionals provided services prior to joining Deloitte Corporate Finance LLC.