An Alternative Perspective on Special Purpose Acquisition Companies (SPACs): Underpricing in the “No Target" Phase

Special Purpose Acquisition Companies marked a restructuring of the often-fraudulent 1980s blank check company, an entity gathering funds to merge or acquire another business entity. Based on the Special Purpose Acquisition Company structure, “the stock price should be greater than or equal to the pro-rata trust value, discounted from the SPAC’s expiration date, at all times prior to the shareholder vote date.” In this study, I research the “no target” phase of the Special Purpose Acquisition Company’s lifecycle to evaluate whether there is a difference between their trust value and their market capitalization. Based on previous research, we know that there is a discount to trust value prior to 2009; however, I postulate the decoupling of the SPAC merger approval vote and the vote for investors to redeem may eliminate this discount. Using a first difference regression to establish the premium to the average trust value of 1,057 Special Purpose Acquisition Companies traded between 2005 and 2022, we find that both the period before 2010 and after 2010 trades at a negative premium, or discount. Because the decoupling of the merger vote and the redemption vote did not eliminate the negative premium to trust value, I postulate that the structure of SPAC redemptions, modeled as a call option with decaying time value, may be responsible for this mispricing. I also draw opportunities for future research to investigate if the embedding of a call option into the SPAC redemption structure discourages shareholders from desiring merger outcomes early in the SPAC lifecycle.