| Blank Cheque I.P.Os shine .... but |
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| Monday, 19 May 2008 | |
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Companies like to raise money first and decide what to do with it later. For investors, however, that can be tricky .Everybody wants a blank check. So-called blank check initial public offerings are in the midst of a renaissance, though they might not provide much of a thrill. They work like this: A lone management team files to go public, planning to use the proceeds to buy a company. Investors in these IPOs are in effect wagering that management will be able to squeeze profits out of whatever company it chooses to acquire. At a time when profitable companies are stumbling out of the IPO gate, the idea of betting on a few dealmakers seems a bit counterintuitive. Nonetheless, the deals are thriving
According to Fortune, blank check IPOs are popular again. Also known as special purpose acquisition companies (SPACs), these are IPOs that are done to raise money to possibly buy another company. That is, you are investing in a company with no business model, no sales... nothing. You're just hoping that the management can find some brilliant acquisition that will create value. It's an appealing proposition for a company to raise money first and figure out what to do later. In addition, Guy Lander, a securities lawyer with Carter, Ledyard & Milburn says it's a way for management to acquire a large stake in what they hope will become a profitable outfit. Plus, going public as a shell company is an easier route to market than actually building a company. A blank check IPO exists to raise money, and then seeks to use that money to acquire another company.Blank check companies, also known as special purpose acquisition vehicles, are formed for the sole purpose of acquiring other businesses. They generally tap investors in the public markets prior to making acquisitions, and generally have an agreement to return funds to investors within a specified period if they fail to close deals. For instance, Endeavor Acquisition went public as a blank-check IPO and then acquired American Apparel. Now the company trades as American Apparel (AMEX: APP), and Kevin Kelly wrote about why he thinks that company is a buy here. Sometimes companies that go public through this process can be good investments, but there's something investors need to keep in mind: A company that has been acquired by a SPAC has just been put up for sale and is therefore unlikely to be undervalued. If the sellers could have gotten more for it, they would have sold it to someone else. Blank check companies, which have only come into vogue in recent years, have courted controversy because they have no revenue or operating history -- just a management team promising acquisitions if the right opportunity presents itself. After a slow start, these specialized offerings are now beginning to take off with almost $6 billion having been raised by blank-check IPOs so far this year, up from $3.4 billion last year, or about 15 percent of what mainstream IPOs raised in the first nine months of the year. Investors who buy into blank checks are in effect betting on the resumes of the managers and their ability to find suitable businesses to acquire |