A special purpose acquisition company (SPAC) is a company with no commercial operations that is formed strictly to raise capital through an initial public offering (IPO) for the purpose of acquiring an existing company...  SPACs have been around for decades.  Aug 3, 2020
The purpose of pooling the money is to acquire an existing private company, sometimes in a specified target industry sector such as oil and gas, information technology or hospitality, food and beverages.  The pooled funds are then put into a trust where they are held until the SPAC identifies a merger or acquisition opportunity to pursue and complete. [1]  If the SPAC can’t find a suitable investment with three years, the trust fund money is returned to the investors.

 

A.K.A

  1. Blank check companies
  2. Reverse merger

Is a merger in which a private company becomes a public company by acquiring it. It saves a private company from the complicated process and expensive compliance of becoming a public company. Instead, it acquires a public company as an investment and converts itself into a public company.Aug 28, 2019

Reverse Merger | What is it? Advantages, Disadvantages

efinancemanagement.com › Mergers and Acquisitions

 

The SPCE Example (Virgin Galactic)

https://www.nasdaq.com/articles/the-space-spac%3A-everything-you-need-to-know-about-virgin-galactic-2019-10-28

Using a blank cheque company to raise capital in public markets means you are not left “sweating with whatever happens when the bell rings”, said Sir Richard. “One of the nice things about spacs is that we know today as we officially float Virgin Galactic already has the money to see it right through to profitability and beyond.”

Palihapitiya said the traditional IPO process was “not about trust, it’s about a bank rewarding its best clients. Those clients sometimes care about the underlying company but in many cases don’t. In this case it was the opposite”.

https://www.ft.com/content/8e86eb5a-f992-11e9-a354-36acbbb0d9b6

 

Pros

  1. Avoid Road shows
  2. Avoid 180-lock-ups
  3. Reduce difficult IPO valuations

Cons

  1. Rely on the credentials of SPAC managers (like Chamath Palihapitiya)
  2. Motivated Buyer
  3. IPO-ready SEC reuqired filings

https://corpgov.law.harvard.edu/2015/07/09/spac-and-span-a-clean-exit/

 

Social Capital Hedosophia Holdings IPOA / IPOB / IPOC

IPOA Virgin Galactic SPCE

IPOB Opendoor - good recap video https://youtu.be/PSPZ42Wpg4k

Aug 29th Launch - link article

IPOC

Once it hit me I couldn't unsee it. IPO (Initial Public Offering) A,B,D

http://www.socialcapitalhedosophiaholdings.com/

Chamath Palihapitiya

- Sri Lankan-born Canadian-American venture capitalist and the founder and CEO of Social Capital. Palihapitiya was an early senior executive at Facebook, joining the company in 2007 and leaving in 2011. He is a minority stakeholder and board member of the Golden State Warriors. Wikipedia

Ian Osborne

A Co-Founder & serves as Chief Executive Officer at Hedosophia. He is also an angel investor. He has invested in leading Internet and technology companies since 2012, and has co-invested with the preeminent growth equity and venture capital firms with respect to the firm's portfolio companies. Mr. Osborne has advised leading Internet and technology companies, their founders and CEOs, since 2009. Mr. Osborne is also the founder and Chairman of Osborne & Partners, a strategic advisory firm, and founder of Connaught, a financial advisory firm. Mr. Osborne also served as a Partner and Managing Director at DST Global, a family of funds investing in internetmore

https://pitchbook.com/profiles/investor/226120-87

Recent From Social Capital Hedosophia Holdings

After raising about $1.6 billion for "blank check" companies with the ticker symbols "IPOA," "IPOB" and "IPOC", the head of the Palo Alto-based investment firm Social Capital Hedosophia filed plans on Friday to raise $2 billion more with "IPOD," "IPOE" and "IPOF."

Sep 21, 2020, 7:27am PDT Updated Sep 21, 2020, 3:28pm PDT

https://www.bizjournals.com/sanjose/news/2020/09/21/silicon-valley-vc-aims-to-raise-2b-more-in-spacs.html

Chamath Palihapitiya’s SPAC Social Capital Hedosophia II will acquire Opendoor, an online marketplace for buying and selling houses.The deal values Opendoor at $4.8 billion.The move is a bet on two secular tailwinds — greater homeownership in America and the digitization of commerce.

Published Tue, Sep 15 20207:55 AM EDTUpdated Tue, Sep 15 20204:00 PM EDT

https://www.cnbc.com/2020/09/15/palihapitiya-finds-next-10x-idea-with-4point8-billion-spac-deal-for-real-estate-start-up-opendoor.html

 


 

Another SPAC

http://www.hennessycapllc.com/

Older video March 1, 2019 with founder https://youtu.be/-aIql4YQHow

Daniel J. is the founder and managing member of Hennessy Capital LLC and the Chairman and CEO of Hennessy Capital Acquisition Corp.

HCAC I

Blue Bird is the leading independent designer and manufacturer of school buses, with more than 550,000 buses sold since its formation in 1927 and approximately 180,000 buses in operation today. Blue Bird is the fastest growing major school bus manufacturer in North America and is the market leader in alternative fuel applications. Since merging with HCAC I, Blue Bird is one of the best performing SPAC business combinations and has delivered substantial stock price appreciation to HCAC I investors. For more information, follow the link below to Blue Bird’s website.

HCAC II

Since merging with HCAC II, Daseke has solidified its position as the largest owner and operator of flatbed and specialized transportation equipment in North America by continuing to consolidate the highly fragmented open deck transportation and logistics sector. The company has completed numerous acquisitions and has grown to over $1 billion in revenue since its founding in 2009. For more information, follow the link below to the Daseke website.

HCAC III

NRC Group is a global provider of comprehensive environmental, compliance and waste management services. NRC Group’s broad range of capabilities enable it to provide global reach to meet the critical, non-discretionary needs of its more than 5,000 customers across diverse industries and end markets to ensure compliance with environmental, health and safety (“EH&S”) laws around the world. On November 1, 2019, NRC Group completed a merger with US Ecology, Inc. (NASDAQ:ECOL).

HCAC IV

Electric Vehicle Company Canoo To List On Nasdaq Through Merger With Hennessy Capital Acquisition Corp IV

https://www.prnewswire.com/news-releases/electric-vehicle-company-canoo-to-list-on-nasdaq-through-merger-with-hennessy-capital-acquisition-corp-iv-301113866.html

 


Questions

Why do companies like Virgin Galactic still have a ring the bell ceremony?

- My guess is for the plublicity the exchange (in this case NYSE) and the company gets.

When does the company offically start trading, may this be the ceremony date?

- Oct. 28 is when SPCE started trading publicly after completing a merger with the investment firm Social Capital Hedosophia last week. I guess this date is know in adv and can cordinate an "IPO like day" for the publicity.