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Going public with a SPAC
Is a SPAC right for you?
Chances are you navigated to this page because you are considering executing a merger with a special purpose acquisition company (SPAC). Or maybe you want to learn more about these types of mergers. Either way, you’ve come to the right place. Deloitte has a dedicated SPAC practice with experienced specialists who can advise you on the nuances of using a SPAC to go public. Read on for valuable resources designed to educate you on the SPAC merger process.
How Deloitte can help
Deloitte’s SPAC services team has advised companies around the world and helped them successfully navigate the SPAC lifecycle—from pre-deal preparation through execution and post-IPO services.
The differences between going public via SPAC merger and a traditional IPO
While a traditional IPO determines its pricing at the end of the process, SPAC sponsors and the operating company negotiate a price up front, offsetting the risk of market volatility and bad timing.
- Identify lead investment and M&A lawyers
- Develop forecasting model, develop story, and evaluate your company’s valuation
- Meet with potential SPAC suitors to gauge SPAC bake-off
- Identify an advisor to project manage the process and help develop the deal timeline
- Begin preparing Reg S-X/Reg S-K public company financial statements and footnotes and hire an auditor to perform an audit under PCAOB standards
- Begin tax planning strategies
SPAC considerations
You’ll certainly want to consult an advisor and fully consider some of the risks and opportunities inherent in the process. Some of these complexities can lead to potential pitfalls if not managed adequately.
Deloitte services
Deloitte’s SPAC professionals can help manage complexities and nuances throughout the SPAC lifecycle. Our specialists have extensive experience in the accounting, reporting, and project management tasks required to navigate the fast-moving process of going public via SPAC merger.
Pre-deal preparation
After helping you decide if a SPAC is the best vehicle for your company, Deloitte can assist you in navigating pre-deal preparation activities, including:
- Audit readiness and support for a PCAOB audit
- Quarterization of financial statements
- SEC disclosure preparation
- Calibration of accounting processes and internal controls
- Tax planning
Deal execution
When it’s time to execute the deal, Deloitte has the experience to help you navigate each part of the transaction while minimizing risk and surprises. Our execution services include*:
- LOI and merger negotiation
- Tax structuring
- Public company financial statements
- MD&A
- Transaction accounting
- Pro forma financial statements
Post-IPO Services
Following the SPAC merger, your company faces a new set of challenges. Operating as a public company requires new people, policies, and processes—many of which must be undertaken from the first day of trading or in the days immediately after the SPAC merger closes. Deloitte can help with these post-IPO activities, which include*:
- Accounting pronouncement and interpretations
- Reporting regulations and nuances
- Investor relations
- SOX and internal controls
- Technology and transformation
- Corporate governance and ESG
- Tax regulation and ongoing compliance
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* Deloitte helps manage these post-IPO activities, many of which must be undertaken from the first day of trading, or in the days and weeks immediately after the de-SPAC transaction. Our specialists can help make operating as a public company as smooth as possible during the transition and well beyond.
Are you confident with the steps needed to consider a SPAC merger?
Contact us to learn more about our SPAC advice
Featured thought leadership
For questions or a detailed discussion on how we can help you, please contact us below.
Get in touch
Will Braeutigam
US Capital Markets Transactions Leader | Deloitte & Touche LLP
Barrett Daniels
US IPO Services Co-Leader | Deloitte & Touche LLP
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