The SPAC Podcast

While the promote is often the most discussed form of compensation for SPAC sponsors, it’s not the only one. In this episode of The SPAC Podcast, we take a closer look at additional forms of sponsor compensation that may exist around a transaction.

Private placement warrants, expense reimbursements, success fees, or even advisory roles post-close are all possible components. These forms of compensation are not uncommon, but transpar...

Co-sponsorships are becoming more common in the SPAC world—but are they effective? In this episode of The SPAC Podcast, we explore how co-sponsor structures are being used to combine financial backing with operational depth.

When roles are clearly defined and trust is strong, co-sponsors can complement each other—pairing institutional capital with industry expertise or leadership experience. But like any partnership, success de...

Not every SPAC reaches the finish line, and sponsors face a wide range of challenges along the way. In this episode of The SPAC Podcast, we explore patterns we’re seeing in the market that could impact a sponsor’s ability to successfully complete a transaction.

From sourcing high-quality deals to managing the timing of the de-SPAC process, several factors come into play. Sponsors navigating heightened SEC scrutiny, PIPE investor exp...

Launching a SPAC starts long before the IPO hits the market. Sponsors make foundational decisions that shape the deal’s structure—and its reception by investors. In this episode of The SPAC Podcast, we explore the key elements that go into structuring a SPAC.

From unit composition and warrant coverage to IPO size and trust account terms, each choice could influence investor appetite, redemption risk, and overall market flexibility. ...

In the SPAC process, securing a PIPE—Private Investment in Public Equity—is a key step in bringing a deal across the finish line. PIPE investors not only provide essential capital but also help validate the target company’s value and strengthen market credibility.

Today’s PIPE investors perform rigorous diligence and seek transparency from sponsors. Successfully raising a PIPE reflects confidence in both the sponsor and the transact...

This episode outlines five characteristics frequently seen among SPAC sponsors in the market today. These include having a verifiable track record in M&A, IPOs, or public markets; committing personal capital alongside aligned economics; and maintaining a clear sector focus or strategic thesis.

We also discuss the importance of transparent governance and open communication with investors. Across the market, sponsors are observed ...

In this episode, we explore the key factors that influence how SPAC sponsors select an acquisition target. Many sponsors focus on sectors where they have deep expertise or meaningful networks, helping them assess opportunities with greater insight. They typically look for companies with growth potential, scalability, and the operational readiness to meet the expectations of public market investors.

Beyond the financials, sponsors al...

In today’s episode, we break down the role of sponsor lockups in SPAC transactions. Lockups are contractual periods where sponsors are restricted from selling their shares, often ranging from 6 to 24 months post-merger. These agreements are designed to align the sponsor’s interests with the long-term success of the company, providing confidence to PIPE investors and public shareholders alike.

We’ll explore how lockups can include pe...

In today’s SPAC market, we’re seeing more sponsors incorporate performance-based earn-outs into their promote structures. These earn-outs typically delay sponsor equity until certain milestones are reached, such as stock price thresholds, EBITDA targets, or time-based vesting.

This approach is designed to better align sponsor incentives with long-term shareholder value and public market performance. Investors, including PIPE partici...

Backing a SPAC starts with backing the right sponsor team. But how can you tell if something’s off? In this quick episode of The SPAC Podcast, we walk through the top red flags to watch for before trusting a sponsor with your capital.

From lack of skin in the game to weak M&A credentials, vague strategies, and overhyped language—these warning signs often surface early. We also highlight the importance of transparency around spon...

Who qualifies to lead a SPAC? It’s a question we hear often—and the answer might surprise you. In this short episode of The SPAC Podcast, we break down who can become a SPAC sponsor and what truly sets successful sponsors apart.

From private equity professionals to former CEOs, venture capitalists, and even family offices and athletes, the sponsor pool is more diverse than many realize. But regardless of background, the key ingredie...

You might think SPAC sponsors just show up and collect a payday.

But the good ones? They put real skin in the game.

Most sponsors invest millions of dollars in risk capital just to launch the IPO.

If they don’t close a deal in 2 years, they lose it all.

That’s high-stakes conviction — not just compensation.

And it’s one of the clearest ways to judge sponsor alignment with investors.

Talking Points:

• Sponsors typically cover the risk ca...

Let’s talk about the SPAC ‘promote.’

Sponsors typically receive 20% of the company’s post-IPO equity.

That’s the reward — or the ‘promote’ — for building the deal.

But here’s the controversy: if the deal underperforms, the sponsor might still win.

That’s why more deals now tie the promote to real results — like stock performance, revenue milestones, or investor approval.

When the promote aligns with performance, everyone wins.

Talking Po...

Who’s really in charge — the sponsor or the CEO?

Before the merger, the sponsor runs the show: raising capital, finding the target, and structuring the deal.

But once the merger is complete?

The CEO of the acquired company takes over.

The sponsor might stay involved — maybe on the board or as an advisor —

but from that point forward, the CEO drives operations, growth, and strategy.

It’s a relay — not a tug of war.

Talking Points:

• ...

Let’s break it down — what exactly is a SPAC sponsor?

A SPAC sponsor is the mastermind behind the deal.

They form the entity, fund the setup, go public, and search for the private company to merge with.

Think of them as the architect — designing and negotiating everything that happens before a business goes public.

They’re not usually the CEO after the deal. They’re the bridge between private innovation and public capital.

Talking Point...

“Welcome to the Public Markets”

Welcome back to The SPAC Podcast. This is our final episode in the SPECIAL series — a framework covering the seven key stages of the SPAC process.

We’ve walked through:
S: Sponsor Setup
P: Public Raise
E: Evaluate Targets
C: Combination Planning
I: Investor Engagement
A: Approval Process

Now we arrive at L: Launch as a Public Company.

Once t...

“Shareholder Vote & Redemption Window”

Welcome back to The SPAC Podcast. We’re almost at the final stage of our SPECIAL series.

So far, we’ve covered:

• S: Sponsor Setup
• P: Public Raise
• E: Evaluate Targets
• C: Combination Planning
• I: Investor Engagement

Now we’re at A: Approval Process.

After marketing and regulatory filings, the deal goes to a shareholder vote. Public shareholders can choose to redeem their shares ...

Welcome back to The SPAC Podcast. We’re nearly through our walk through the SPECIAL stages of a SPAC.

We’ve already covered:
S: Sponsor Setup
P: Public Raise
E: Evaluate Targets
C: Combination Planning

Today, we focus on I: Investor Engagement.

The SPAC team now prepares to bring the deal to market. This begins with “wall crossing” select institutional investors to preview the opportunity,...

“Planning the Business Combination”

Welcome back to The SPAC Podcast. We’re continuing our SPECIAL series — covering the lifecycle of a SPAC from formation to public company.

So far, we’ve explored:

• S: Sponsor Setup
• P: Public Raise
• E: Evaluate Targets

Now it’s time for C: Combination Planning.

When a suitable target is found, the SPAC team enters into a non-binding LOI and begins to structure the business combinati...