OUR SPAC EXPERIENCE - Withum · hennessy capital acquisition corp. ii daseke, inc. hennessy capital...

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OUR SPAC EXPERIENCE

Transcript of OUR SPAC EXPERIENCE - Withum · hennessy capital acquisition corp. ii daseke, inc. hennessy capital...

Page 1: OUR SPAC EXPERIENCE - Withum · hennessy capital acquisition corp. ii daseke, inc. hennessy capital acquisition corp. iii nrc group holdings corp. industrea acquisition corp. concrete

OUR SPAC EXPERIENCE

Page 2: OUR SPAC EXPERIENCE - Withum · hennessy capital acquisition corp. ii daseke, inc. hennessy capital acquisition corp. iii nrc group holdings corp. industrea acquisition corp. concrete

Founded in 1974, Withum ranks in the

top 25 largest public accounting and

consulting firms in the U.S, providing

world-class accounting, audit, tax and

business advisory services to mid-

market companies across the country

and around the globe. Withum has

locations in major cities and financial

centers including Boston, MA; New York

City, NY; Philadelphia, PA; Washington,

DC, Princeton, NJ and Orlando, FL.

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Our SEC Practice team has been involved with over 50 Special Purpose

Acquisition Corporation (SPAC) transactions and has worked with

virtually every legal and underwriting player in this niche. These

individual transactions have resulted in deals ranging from $50 million

to over $1 billion.

Withum has been the auditor of record for approximately $9 billion of

SPAC IPO’s sponsored by the investment community during the last 24

months, including the largest SPAC IPO since the global financial crisis,

which raised $1 billon in trust proceeds. Withum has emerged as the

firm of choice in the SPAC arena.

SPACEXPERIENCE

WITHUM RANKED NUMBER ONE of non Big 4 firms in total proceeds raised

in IPOs for the year-ended December 31, 2018.

withum.com

Withum

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withum.com WITHUM’S SPAC EXPERIENCE

Completed IPO (SEC Registrant Searching for an Acquisition)

ARYA SCIENCES ACQUISITION CORP. $144M

COLLIER CREEK HOLDINGS $440M

DFB HEALTHCARE ACQUISITIONS CORP. $250M

FAR POINT ACQUISITION CORPORATION $633M

FINTECH ACQUISITION CORPORATION III $345M

GTY TECHNOLOGY HOLDINGS INC. $552M

GRAF INDUSTRIAL CORP. $350M

KBL MERGER CORP. IV $116M

LEGACY ACQUISITION CORP. $300M

MEGALITH FINANCIAL ACQUISITION CORP. $171M

MODERN MEDIA ACQUISITION CORP. $207M

MOSAIC ACQUISITION CORP. $345M

NEBULA ACQUISITION CORPORATION $275M

ONE MADISON CORPORATION $300M

PLATINUM EAGLE ACQUISITION CORP. $325M

PURE ACQUISITION CORP. $414M

REGALWOOD GLOBAL ENERGY LTD. $300M

SENTINEL ENERGY SERVICES INC. $300M

SPARTAN ENERGY ACQUISITION CORP. $520M

VANTAGE ENERGY ACQUISITION CORP. $552M

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BUSINESS COMBINATION

SPACEXPERIENCE

Withum

Our team has been involved in many recent SPAC business combinations.

We assist the sponsor groups with navigating the Proxy Statement/S-4

reporting requirements for the target company, as well as practical guidance

with the proforma financial statement requirements under S-X Article 11.

BUSINESS COMBINATION

Completed Business Combination

CF CORPORATION FGL HOLDINGS

CONYERS PARK ACQUISITION CORP.THE SIMPLY GOOD FOODS

COMPANY

DOUBLE EAGLE ACQUISITION CORP. WILLSCOT CORPORATION

FINTECH ACQUISITION CORP. IIINTERNATIONAL MONEY

EXPRESS, INC.

GLOBAL PARTNER ACQUISITION CORP. PURPLE INNOVATION, INC.

HENNESSY CAPITAL ACQUISITION CORP. II DASEKE, INC.

HENNESSY CAPITAL ACQUISITION CORP. III NRC GROUP HOLDINGS CORP.

INDUSTREA ACQUISITION CORP.CONCRETE PUMPING

HOLDINGS, INC.

JM GLOBAL HOLDING COTMSR HOLDING

COMPANY LIMITED

KAYNE ANDERSON ACQUISITION CORP. ALTUS MIDSTREAM CO

MATLIN & PARTNERS ACQUISITION CORP. U.S. WELL SERVICES, INC.

SILVER RUN ACQUISITION CORP.CENTENNIAL RESOURCE

DEVELOPMENT, INC.

SILVER RUN ACQUISITION CORP. II ALTA MESA RESOURCES, INC.

TERRAPIN 3 ACQUISITION CORPORATION YATRA ONLINE, INC.

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Withum’s Role in SPAC IPO Process

DELIVERABLES

WITHUM’S SPAC EXPERIENCE

“Seed” auditof the recentlyformed SPACto be included

in an S-1registrationstatement

Reading /review of the

S-1registrationstatement

Assistance tomanagement

relative to SECcomments

Consents forfiling ouropinion in

subsequentamendments

to the S-1RegistrationStatement

Comfort letterto the

underwritersprior to

“pricing”

Bring downletter to

underwritersprior to IPO

closing

“Closing date”balance sheet

audit to beincluded inForm 8-K

Bring downletter to

underwritersprior to

overallotmentclosing, ifapplicable

Note: Each consent will require abbreviated audit update procedures

withum.com

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Note: Each consent will require abbreviated audit update procedures

WITHUM’S FINANCIAL SERVICES

The Firm’s Financial Services Industry Group serves clients reflecting

the diversity of the industry, including hedge fund managers, venture

capital firms, private equity firms, mortgage bankers, SPACs, broker-

dealers and regulated investment companies. The Firm understands the

challenges of operating in a complicated, highly regulated environment,

and how to successfully comply with SEC and other rules which often

require the expertise of independent auditors and consultants.

SNAPSHOT OF WITHUM’S INDUSTRY ASSOCIATIONS

WITHUM FINANCIAL SERVICES

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For more information on Withum’s SPAC Services, please contact:

Jay C. Shepulski, CPA, Partner, Practice Leader

T (973) 867 [email protected]

Mark J. Deters, CPA, MS, Partner, Team Leader

T (973) 867 [email protected]

Marc Silverman, CPA, Partner, Team Member

T (973) 532 [email protected]

Michael Tenny, CPA, Senior Manager, Team Member

T (973) 867 [email protected]

Visit withum.com to learn more about our services.