Facilitated merger of private operating companies with public SPAC

Facilitated merger of private operating companies with public SPAC

A private middle-market transportation company looked to complete a complex reverse merger with a public special purpose acquisition company (SPAC) and two other private operating companies in the same industry.

Working closely with our clients auditors and legal counsel, we:

  • Performed a public company readiness assessment
  • Pre-cleared a number of complex accounting and reporting issues with the Securities and Exchange Commission (SEC)
  • Prepared technical accounting memos related to prior business combinations, revenue recognition, financial instruments, and the accounting for the reverse merger
  • Uplifted the financial statements to Reg. S-X and public company GAAP and assisted in drafting sections of the registration statement on Form S-4, including the MD&A and pro forma financial information
  • Provided staff augmentation and project management services throughout the transaction

Our work allowed the client to successfully complete the merger and raise significant capital as a public company listed on a national exchange. Following the transaction, we provided ongoing support to the newly public company in complying with its ongoing SEC reporting obligations and required internal controls assessments.

Note: This work was performed prior to joining Stout.