Episodes

Army Reserve veteran Chaz Churchwell on founding Churchwell Insurance Agency in 2014 and helping 1,200+ clients protect directors and officers.

James Graf, a SPAC sponsor for 14+ years, on why lasting sponsors treat SPACs as a repeatable business and build institutional platforms.

Graf Global CEO James Graf on moving from investment banking into SPACs, eight deals as sponsor or director, and first seeing SPACs at MGM Studios.

Mike Blankenship and Derek Kearns on why SPACs are back in focus: boom-era SPACs returned billions to investors, and with IPOs slow, that capital needs a home.

Centri partner Derek Kearns on 25+ years in accounting and leading the firm's SEC, financial reporting, and SPAC practice.

A look at SPAC sponsor compensation beyond the promote, from private placement warrants and success fees to advisory roles, and why disclosure matters.

How SPAC co-sponsor structures combine financial backing with operating depth, and why clear roles and alignment determine whether they work.

The patterns that cause SPAC sponsors to fall short, from sourcing quality deals and managing de-SPAC timing to SEC scrutiny and PIPE expectations.

The key decisions in structuring a SPAC, from unit composition and warrant coverage to IPO size, trust terms, and choosing legal, audit, and underwriting partners.

Why securing a PIPE is a key step in a SPAC deal, what diligence PIPE investors perform, and why a successful raise signals confidence in the sponsor.

Five traits investors look for in SPAC sponsors: a verifiable track record, personal capital at risk, a clear thesis, transparent governance, and open communication.

How SPAC sponsors pick acquisition targets, from sector expertise and growth potential to leadership, culture, and readiness for public markets.

How SPAC sponsor lockups work, typically 6 to 24 months after the merger, and why performance-based triggers help align sponsors with shareholders.

Why more SPAC sponsors tie their promote to earn-outs based on stock price, EBITDA, or time, and how that aligns incentives with shareholders.

The red flags to watch before trusting a SPAC sponsor, from no skin in the game and weak M&A credentials to vague strategies and unclear economics.

Who can become a SPAC sponsor, and why credibility, $5 to $10 million in risk capital, and a strong network matter more than background.

Why good SPAC sponsors put millions in risk capital on the line to launch the IPO, and lose it all if they don't close a deal within two years.

What the SPAC promote is, why the typical 20% stake draws criticism when deals underperform, and how more deals now tie it to real results.

Who runs what in a SPAC: the sponsor leads until the merger, then the target company's CEO takes over operations and strategy.

What a SPAC sponsor does: forms and funds the SPAC, takes it public, and finds and negotiates with the private company it will merge with.

The final stage of the SPECIAL series: the business combination closes and the private company begins trading publicly under its new ticker.

The A in SPECIAL: how the SPAC shareholder vote works, and why public holders can redeem their share of the trust whether they vote for or against the deal.

The I in SPECIAL: how a SPAC brings its deal to market through wall-crossing investors, PIPE negotiations, the investor presentation, and proxy filings.

The C in SPECIAL: once a target is found, the SPAC signs an LOI and moves into diligence, modeling, legal review, and negotiating the merger terms.