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Special Purpose Acquisition Companies

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US SPAC IPO Issuance

Year Amount Raised ($bn) # IPOs Average Size ($mm)
2021 101.5 315 322.3
2020 83.4 248 336.1
2019 13.6 59 230.5
2018 10.8 46 233.7
2017 10.0 34 295.5
2016 3.5 13 269.2
2015 3.9 20 195.1
2014 1.8 12 145.8
2013 1.4 10 144.7

Active SPAC Summary

Group # of SPACs Amount in Trust
Total Active 561 $179,769,829,781
Announced business combinations 135 $41,989,643,360
Seeking target 426 $137,780,186,421
Pre-IPO 273 $67,988,580,000*

Latest SPAC News


5/7/2021
  • Warrant coverage increased from one-third to one-half
  • Kingstown will purchase up to 5,000,000 forward purchase Class A ordinary shares for an aggregate amount of up to $50,000,000, in a private placement that will close concurrently with the closing of an initial business combination (was previously units)

Press Release
Investor Presentation
Investor Call Transcript


Navitas Semiconductor, the industry leader in GaN Power ICs, today announced that it has entered into a definitive agreement to combine with LOKB.

  • The transaction values the combined entity at a pro forma equity value of $1.4bn.
  • Deal raises approximately $400mm capital, including an over-subscribed and upsized $145mm PIPE.
  • Capital to be used for accelerated product development and expansion into power semi markets estimated at a $13B TAM, including mobile, consumer, enterprise, renewables and EV / eMobility.
  • Navitas estimates that its proprietary and highly patent-protected GaNFast™ power ICs deliver up to 3x faster charging in half the size and weight and up to 40% energy savings compared with legacy silicon chips.
  • Over 18mm GaNFast™ power ICs have shipped, with zero reported field failures, to Tier-1 customers including Dell, Lenovo, Xiaomi, OPPO, LG, Amazon, Belkin and dozens more.
  • Committed manufacturing capacity well in excess of current forecasts to confidently meet strong customer demand.
  • Navitas estimates that GaN ICs can impact up to 2.6 Gtons of CO2 reduction annually by 2050.


About Navitas Semiconductor

Navitas Semiconductor Ltd. is the industry leader in Power ICs, founded in 2014. Navitas has a strong and growing team of power semiconductor industry experts with a combined 300 years of experience in materials, devices, applications, systems and marketing, plus a proven record of innovation with over 200 patents among its founders. GaN power ICs integrate GaN power with drive, control and protection to enable faster charging, higher power density and greater energy savings for mobile, consumer, enterprise, eMobility and new energy markets. Over 120 Navitas patents are issued or pending, and over 18mm GaNFast power ICs have been shipped with zero reported field failures.


Transaction Overview

  • Assuming minimal redemptions by LOKB stockholders, the transaction is expected to deliver up to $398mm of gross proceeds to the combined company including an oversubscribed and upsized $145mm private placement of Class A LOKB common stock at $10.00 per share (the "PIPE"), from a diversified group of top-tier institutional investors.
  • Proceeds of the transaction will be used to fund Navitas' future growth initiatives.
  • Existing Navitas shareholders will roll 100% of their equity into the combined company.
  • Both Boards of Directors have approved the transaction.
  • The transaction is expected to close in Q3 of 2021 subject to shareholder approval and other customary closing conditions.


Additional Details

  • $250mm minimum cash condition
  • Outside Date: 11/2/2021
  • Sponsor agreed to subject 1,265,000 (20%) of its shares to the following earnout thresholds
    • 1/3 released if common shares equal or exceed $12.50 for 20 of 30 trading days at least 150 days from closing within 5 years of closing
    • 1/3 released if common shares equal or exceed $17.00 for 20 of 30 trading days at least 150 days from closing within 5 years of closing
    • 1/3 released if common shares equal or exceed $20.00 for 20 of 30 trading days at least 150 days from closing within 5 years of closing
  • Sponsor agreed to subject 5,060,000 (80%) of its shares to the following lock-up
    • 1/3 for 1 year unless common shares equal or exceed $12.00 for 20 of 30 trading days at least 150 days from closing within 6 months from closing
    • 1/3 for 2 years unless common shares equal or exceed $17.00 for 20 of 30 trading days at least 150 days from closing within 1 year from closing
    • 1/3 for 3 years unless common shares equal or exceed $20.00 for 20 of 30 trading days at least 150 days from closing within 2 years from closing
  • Sellers eligible to receive 10mm additional earnout shares at the following thresholds
    • 1/3 if common shares equal or exceed $12.50 for 20 of 30 trading days at least 150 days from closing within 5 years of closing
    • 1/3 if common shares equal or exceed $17.00 for 20 of 30 trading days at least 150 days from closing within 5 years of closing
    • 1/3 if common shares equal or exceed $20.00 for 20 of 30 trading days at least 150 days from closing within 5 years of closing


Advisors

  • Deutsche Bank Securities and Jefferies are serving as co-financial advisors to Navitas.
  • Jefferies and BofA Securities are acting as placement agents on the PIPE and capital markets advisors to LOKB.
  • Nomura Greentech and BofA Securities are serving as financial advisors to LOKB.
  • DLA Piper LLP is serving as legal counsel to Navitas.
  • Vinson & Elkins LLP is serving as legal counsel to LOKB.
  • Winston & Strawn LLP is serving as legal counsel to the placement agents on the PIPE.
  • Blueshirt Capital Markets LLC is serving as an advisor to Navitas.


Conference call and webcast information

  • Management of Navitas and LOKB have recorded an audio webcast reviewing the proposed transaction and investor presentation, which will be available on www.navitassemi.com/ir


Transaction Slide

  • Sponsor and Tradeup INC. will purchase 215,000 shares of common stock (was previously 215,000 units)
  • Kingswood capital markets added as underwriter
  • Risk factors updated

Priced 15mm units at $10.00

  • 2.25mm unit over-allotment option

Press Release

Investor Presentation

Investor Call Transcript


Science 37, Inc., and LSAQ, announced today that they have entered into a definitive business combination agreement

  • On closing, the combined company will operate as Science 37 and is expected to be listed on the NASDAQ under the ticker symbol “SNCE”
  • The transaction anticipates an initial enterprise value of approximately $1.05bn and will provide the combined company with approximately $250mm of cash, to fuel continued growth
  • The transaction includes $125mm of additional performance-based equity consideration and $200mm via fully committed and upsized PIPE
  • All significant Science 37 shareholders will retain their equity holdings through Science 37’s transition into the publicly listed company

About Science 37

Science 37, Inc. enables access to clinical research—making it easier for patients and providers to participate and accelerate the development of new and innovative treatments that seek to improve and extend patient lives. As one of the early developers of decentralized clinical trials, Science 37 created an Operating System (OS) for clinical research now and in the future. We enable workflow orchestration, evidence generation and data harmonization on a unified, platform—configurable to enable any studies and fused with our expansive networks of telemedicine investigators, mobile nurses, remote coordinators, patient communities and connected devices. For more information, visit https://www.science37.com


Transaction Overview

  • The transaction values the company at a total enterprise value of approximately $1.05bn and a fully distributed equity value of approximately $1.3bn at signing, excluding any contingent consideration
  • The transaction also includes up to $125mm of additional contingent consideration to existing shareholders of Science 37 subject to the achievement of certain aftermarket stock price targets
  • The transaction is expected to deliver approximately $280mm of gross proceeds, including
    • Contribution of up to $80mm of cash held in LSAQ’s trust account (assuming no redemptions)
    • $200mm from a fully committed PIPE from a group of leading institutional and healthcare investors including including Redmile Group, funds and accounts managed by BlackRock, Casdin Capital, dRx Capital (Novartis Pharma AG), LifeSci Venture Partners, Lux Capital, Mubadala Capital, the asset management arm of Mubadala Investment Company, Perceptive Advisors, PPD, Pura Vida Investments, RS Investments, RTW Investments, LP, Samsara BioCapital, Surveyor Capital (a Citadel Company)
  • Both Boards of Directors have unanimously approved the said business combination, and it is expected to close in the third quarter of 2021, subject to shareholder approval and other customary closing conditions

Additional Details

  • Outside Date: 11/6/2021
  • Minimum cash condition: $200mm
  • Sellers eligible to receive 12.5mm earnout shares according to the following price thresholds:
    • 5mm if common stock equals or exceeds $15.00 within 3 years from closing
    • 7.5mm if common stock equals or exceeds $20.00 within 3 years from closing
  • Sponsors agreed to a 180 day lock-up
  • 3.146mm sponsor warrants are expected to be converted into common shares at closing

Advisors

  • Cowen and Perella Weinberg Partners LP are acting as financial advisors to Science 37
  • Latham & Watkins LLP and DLA Piper LLP (US) are serving as legal advisors to Science 37
  • Cowen acted as sole placement agent to LSAQ in connection with the private placement
  • Loeb & Loeb LLP is serving as legal advisor to LSAQ

Webcast Details

Transaction Slide

Press Release

Investor Presentation


ESS Tech, Inc., a manufacturer of long-duration iron flow batteries for commercial and utility-scale energy storage applications, and STWO, today announced they have entered into a definitive agreement for a business combination that will result in ESS becoming a publicly listed company

  • On closing, the combined company is expected to be listed on NYSE under the ticker symbol "GWH"
  • Built from earth-abundant materials, the ESS solution can be deployed in a wide variety of environments, can operate across a wide temperature range and poses no explosion risk
  • ESS is valued at approximately $1.1bn, offering investors an attractive opportunity to invest in a high-growth, genuinely sustainable business that enables our renewable future
  • The business combination is expected to provide approximately $465mm in net proceeds to the combined company, including $250mm fully committed PIPE

About ESS Tech

ESS Inc. designs, builds and deploys environmentally sustainable, low-cost, iron flow batteries for long-duration commercial and utility-scale energy storage applications requiring from 4 to 12 hours of flexible energy capacity. The Energy Warehouse™ and Energy Center™ use earth-abundant iron, salt, and water for the electrolyte, resulting in an environmentally benign, long-life energy storage solution for the world’s renewable energy infrastructure. Established in 2011, ESS Inc. enables project developers, utilities, and commercial and industrial facility owners to make the transition to more flexible non-lithium-ion storage that is better suited for the grid and the environment. For more information visit www.essinc.com


Transaction Overview

  • The business combination values the combined company at $1.072bn pro forma enterprise value
  • Assuming no redemptions, the transaction will provide approximately $465mm of pro forma net cash to the combined company
  • As part of the transaction, STWO raised $250mm fully committed PIPE from institutional investors including Fidelity Management & Research Company LLC, SB Energy Global Holdings Ltd, a wholly-owned subsidiary of SoftBank Group Corp., Breakthrough Energy Ventures and BASF Venture Capital
  • The net proceeds from this transaction will be used to increase manufacturing capacity globally and invest in extending ESS’s technology advantage
  • Assuming no redemptions, ESS's existing shareholders, including its founders, will own approximately 64% of the combined company, and investors in the PIPE will own approximately 16% of the issued and outstanding shares of common stock of the combined company at closing.
  • Both Boards of Directors have unanimously approved the said business combination, and it is expected to close in the third quarter of 2021, subject to shareholder approval and other customary closing condition

Additional Details

  • Outside Date: 11/6/2021
  • Minimum cash condition: $200mm
  • Sellers eligible to receive 16.5mm earnout shares according to the following price thresholds:
    • 50% if common stock equals or exceeds $12.50 for 20 of 30 trading days within 54 months of closing
    • 50% if common stock equals or exceeds $15.00 for 20 of 30 trading days within 54 months of closing
  • Sponsor agreed to forfeit 583,333 warrants and subject 583,334 warrants to the following earnout thresholds
    • 291,667 released if common stock equals or exceeds $12.50 for 20 of 30 trading days within 54 months of closing
    • 291,667 released if common stock equals or exceeds $15.00 for 20 of 30 trading days within 54 months of closing

Advisors

  • Deutsche Bank Securities Inc. is serving as capital markets advisor and placement agent to STWO
  • Kirkland & Ellis LLP is serving as legal counsel to STWO
  • Nomura Greentech is serving as financial advisor to ESS
  • Wilson Sonsini Goodrich & Rosati, P.C. is serving as legal counsel to ESS
  • Fried, Frank, Harris, Shriver & Jacobson LLP is serving as placement agent’s counsel on the PIPE transaction

Conference Call and Webcast Information

  • ESS and STWO will host a joint investor conference call to discuss the proposed transaction on May 7, 2021, at 8:00 a.m. EDT
  • Interested parties may listen to the prepared remarks via telephone by calling (855) 859-2056 in the U.S., or for international callers, by calling (404) 537-3406 and entering conference ID 2588795
  • A telephone replay will be available until May 19, 2021, by dialing (855) 859-2056 in the U.S., or for international callers, (404) 537-3406 with conference ID 2588795
  • A link to the company’s investor presentation and other resources related to the transaction can be found here: https://essinc.com/investors/

Transaction Slide

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