SPAC merger companies - alternative to IPO

Recently, there has been a lot of discussion surrounding electric car manufacturers like Nikola and Fisker. Nikola went public through a SPAC called VectoIQ Acquisition Corp. ($VTIQ). After the merger, the $VTIQ ticker changed to $NKLA, and trading continued under the name Nikola Corporation.

SPACs are often associated with so-called hype stocks, and some indeed are. However, there are also long-established companies involved, such as UTZ (a 100-year-old American company, one of the largest snack manufacturers), which is going public through a SPAC, specifically by Collier Creek Holdings ($CCH).

The hope is to generate discussion regarding SPACs, what works and what doesn’t, as well as potential new mergers and SPAC IPOs. There has been some discussion about these in the Speculation Stocks thread, but a separate discussion could provide more in-depth insights.

So, what is it all about?

SPAC, or Special Purpose Acquisition Company, is a collective term for companies that raise a significant sum of money into a fund, typically between $50M and $1000M. This financing is intended to acquire a stake in a private company and take it public.

Why would a company choose a SPAC merger instead of a normal IPO?
A SPAC is a faster, administratively lighter, and often more cost-effective way to go public than a traditional IPO. The amount of money to be raised is pre-agreed based on the capitalized funds.

The number of SPACs is significantly growing


source: https://www.spglobal.com/marketintelligence/en/news-insights/latest-news-headlines/56574037

Operating principle:
A SPAC company raises funding into a trust for an acquisition. The trust is closed until the merger, and working capital is acquired through warrants. The founders also contribute their own capital, so their own money is also at stake.

A SPAC typically has 24 months to find a suitable target company and execute a definitive merger agreement.

A SPAC starts with a Unit offering, which the company lists for public trading. A Unit includes a warrant (or usually a part of one) and a common share. Warrants thus provide the working capital to execute the merger.

Units can be separated into warrants and shares through your broker if desired. This still needs to be confirmed how it works with different brokers outside the USA. I don’t have practical experience with this yet.

Warrants can be converted into the target company’s shares after the merger. If a suitable target company is not found within the typical 2-year timeframe, the warrants expire worthless. Thus, they carry significant risk.

One great feature for investors, however, is the shares, which function like any other stock, meaning they are traded on the stock exchange. Before the merger, however, the price typically stays around $10. This is because a shareholder can ask the trust to redeem their shares at the trust’s share value (redemption rights). Typically, this is $10 + accrued interest, which practically sets a floor for the stock price. However, the right of redemption is only until the merger, after which the training wheels are removed, and the market value is determined by the company’s valuation. There is also an opportunity for a small arbitrage trade or a nearly risk-free deposit of free capital with potential appreciation, see the link below.

Source information to learn more:

What is a SPAC? Youtube video:

And more clarification, e.g., on the Accelerate Shares website:

They also have an ETF fund that utilizes the potential arbitrage and price increases of SPACs. I don’t know the details, but information can be found on their website.

A list of ongoing SPAC-listed companies, SPAQtrAQ Google Sheets: SPACtrAQ_20210110 - Google Sheets
Source:
https://spactraq.com/

Reddit - lots of discussion and also speculations and rumors about different mergers:
https://www.reddit.com/r/SPACs/

SPAC news, SEC filings, etc.

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Completed or in-progress mergers I’ve been involved in:

This is where my whole interest in the matter started, as it probably did for many others.
$VTIQ VectoIQ Acquisition Corp. - Nikola

Spartan Energy Group $SPAQ - Fisker Automotive

Graf Industrial Corp ($GRAF) - Velodyne Lidar (distance sensors for self-driving cars, robots, etc.).

Collier Creek Holdings ($CCH) - UTZ (100-year-old snack manufacturer)

HL Acquisition Corp ($HCCH) - Fusion Fuel (Portuguese green hydrogen producer)

Additionally, still unannounced, where I hold positions:
$NFIN Netfin Acquisition Corp

$FEAC Flying Eagle Acquisition Corp

$HCAC Hennessy Capital Acquisition Corp IV

$KCAC.U Kensington Capital Acquisition Corp.
First Units, as a practical introduction to how processing works through Mandatum in this case.

Also, a small short trade in $SHLL Tortoise Acquisition Corp, which is merging with Hyliion.

Edit: Added IPO announcements for a few

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Good opening. Has that Spartan case been confirmed? So Fisker is in it, but when is the merge? And somewhere there was talk that VW would be involved? Is that true?

Spartan Energy Acq… $SPAQ and Fisker merger is tentatively in Q4. A preliminary letter of intent has been signed, and usually leads to a merger. Of course, if there are complications, it’s still possible to cancel.
https://www.marketwatch.com/story/fisker-is-going-public-five-things-to-know-about-the-electric-car-maker-ahead-of-its-ipo-2020-07-14

Fisker would like to use VW’s MEB platform as a base. Prototypes have been made for it and VW has also been publicly selling it - for a suitable fee, of course :grin:
In itself, it would certainly be a more affordable option for Fisker as a whole, and the stock is very likely to rocket if the deal is announced. If not, then it will go deep, that’s how I would see it.
https://carbuzz.com/news/fisker-and-volkswagen-are-about-to-make-a-surprising-deal

So Fisker wouldn’t survive on its own without a VW platform? Strange.
Secondly, what advantage or other trump card does Fisker have versus, for example, Volvo, Polestar, Tesla, and other EV manufacturers? Mainly, isn’t it already late to the game? It already has a bad reputation; investors will remember past problems.

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Made In Finland :stuck_out_tongue:

Fisker would probably do well on its own, but then the road would be long. Since the platform is already ready, they probably calculate that X million now is cheaper than Y+Z+Å million over a couple of years. The car platform, on average, is not a selling point, no matter who manufactures it. Only Porsche has a reputation for developing its own exceptionally good platform. And guess who Volkswagen merged with in 2012 :smiley: (or rather, VW is Porsche’s parent company now).

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On the other hand, I can’t think of reasons not to use the VW platform, if you get a ready-made functioning base. Ford has also joined in and is unlikely to be the last one Here's what Ford's electric SUV based on VW's MEB platform might look like | Electrek

Fisker has 1.1B in cash after the merger, VW cooperation (if/when officially announced) and at least relatively competitive pricing for the Ocean SUV ~30k $ after tax credit. They also offer a leasing option.

I already wrote in another thread that for me, the most significant factor in this deal is the involvement of Apollo Global Management. They have the money and the muscle to bring this to fruition and launch a brand offering only electric cars to the market.

At least one original Fisker Karma is circulating around Espoo – it’s a magnificent car, I must admit.

As I understand it, Fisker’s remnants were sold to China, where it became Karma Automotive (or something like that), and the new Fisker is a completely new company, though still the work of the same guy.

You could get your very own Fisker from there, under 60k. Even 2 pcs:
https://www.nettiauto.com/fisker/vaihtoautot?id_country[]=73

Kamux doesn’t have any :frowning:

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$HCCH HL Acquisition Corp and Fusion Fuel are announcing a merger, with an SEC filing expected this week according to this news.

This was already discussed in the Speculation Stocks thread, but I’ll post it here too.

It’s worth noting that in SPAC mergers, international combinations don’t generate as much interest as domestic US ones. At least China connections can be challenging.

For Fusion Fuel, the EU/Portugal aspect might be similar, even though it otherwise aligns with trends and the EU + Portugal strongly support hydrogen.

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$NFIN Netfin Acquisition Corp and Triterras, a definitive agreement should come in July, the merger itself in Q3.

“The parties intend to execute a definitive agreement in July, with a closing expected in the third quarter of 2020.”

This is also an international project, Triterras is a Singaporean company.
Despite that, it has been discussed quite a lot on discussion forums.

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Rick Maurer and Srinivas Koneru, who are in the management of Triterras and NFIN, have worked together before. This also adds more credibility to the deal’s completion. Apparently, the prices of these warrants and such have also risen in the US. It’s quite interesting, even though the price hasn’t moved much.

I probably won’t sell this one when the news comes out, it has so much potential.

With CCH, I might end up selling some when the release comes, but I’m thinking of holding onto most of it for a long time.

With the same thoughts, but due to the current size of the positions, it’s the other way around.

UTZ, as a company, inspires confidence when looking at its history and considering the stability of CCH’s stock price between $13.5 and $14, which is also a more general sentiment. It’s for a long-term hold, awaiting dividends and appreciation.

NFIN is weighted too heavily for a long-term hold; some will be sold upon the merger announcement. ~30-50% will likely remain.

GRAF / Velodyne Lidar also appears to be a longer-term hold. I already made good money with this one during its rise and with trades, so the current position is easily “playing with house money.” Still considering, but there should be potential.

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Has @kettunen looked into SOAC? After Graf rejected Purecycle, there are rumors that it might come through SOAC. Note: these are just rumors. I moved some money into it because there’s not much to lose, and the upside is big if Purecycle comes through. Here’s some info.

Good point, I’ve come across SOAC a few times when trying to figure out other things.
I hadn’t looked into it in detail yet, but it was on my watchlist.

GRAF was indeed rumored to be with Purecycle. However, Purecycle got capital from the bond market, so I wouldn’t see an urgent need for an IPO based on that. It doesn’t rule it out, but it’s something to note

In itself, SOAC’s target sectors are interesting and will certainly attract interest. The timeline mentioned is Q4-2020 / Q1-2021, if one can infer anything from that material. Based on that, the target company’s announcement time would be quite close.

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A tracking batch is found in SOAC, hooked at $9.90. I put that hook in about a month ago when I quickly glanced at the presentation texts.

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Quite a risk-free investment :grin:

I had to send an opening request to Mandatum right away, as it wasn’t yet available for trading. I’ve asked them to open half a dozen of these in the past few weeks. It seems to be available in NON already.

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Bought from Noni. These come so slowly to Mandatum that I usually buy the first ones through Noni.

With Mandatum, I’ve gotten openings in 2-3 days, as the request goes through Saxo Bank.

But because of that, a few SPACs are lying around with an almost completely emptied NON AOT… Too small for Mandatum or low liquidity - or simply wasn’t open yet at the time of purchase.

Example: Apex Technology Acquisition Corporation (APXT)

Apex should have its moment of truth approaching, it’s been a couple of years since the IPO.

Edit: Let me take that back, it’s only been a year since then.. So there’s still another year and at least enough choice in target companies. Software, technology, platform, etc.

We’ll see if Apex finds anything. Though they might extend the deadline. A small position of that in the portfolio as well.