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{"i18n":{"language":"zh_CN"},"detailType":1,"isChannel":false,"data":{"magic":2,"id":353791738,"tweetId":"353791738","gmtCreate":1616523332124,"gmtModify":1634525374411,"author":{"id":3575521865901442,"idStr":"3575521865901442","authorId":3575521865901442,"authorIdStr":"3575521865901442","name":"Lemon8z","avatar":"https://static.tigerbbs.com/3feb58fb3ebe8a057b516d61f1f3171c","vip":1,"userType":1,"introduction":"","boolIsFan":false,"boolIsHead":false,"crmLevel":11,"crmLevelSwitch":0,"individualDisplayBadges":[],"wearingBadges":[],"fanSize":1,"starInvestorFlag":false},"themes":[],"images":[],"coverImages":[],"title":"","extraTitle":"","html":"<html><head></head><body>O</body></html>","htmlText":"<html><head></head><body>O</body></html>","text":"O","highlighted":1,"essential":1,"paper":1,"likeSize":2,"commentSize":1,"repostSize":0,"favoriteSize":0,"link":"https://laohu8.com/post/353791738","repostId":1102596742,"repostType":4,"repost":{"id":"1102596742","kind":"news","pubTimestamp":1616514133,"share":"https://www.laohunote.com/m/news/1102596742?lang=zh_CN&edition=full","pubTime":"2021-03-23 23:42","market":"us","language":"en","title":"Why SPACs Won’t Replace Traditional IPOs -- and Vice Versa<blockquote>为什么 SPAC 不会取代传统的 IPO，反之亦然</blockquote>","url":"https://stock-news.laohu8.com/highlight/detail?id=1102596742","media":"TheStreet","summary":"Will SPACs replace traditional IPOs? I think to a degree, they already have -- at least for now. Lon","content":"Will SPACs replace traditional IPOs? I think to a degree, they already have -- at least for now. Longer-term, however, I think that traditional investment banking will survive, and that there will always be room for both methods of going public.<blockquote>SPAC会取代传统的首次公开募股吗？我认为在某种程度上，他们已经有了——至少现在是这样。然而，从长远来看，我认为传统的投资银行将会生存下去，而且这两种上市方式总是有空间的。</blockquote> Part of why I say that traditional IPOs will survive is due to the sheer abundance of SPACs out there right now. Can they all find winning companies to merge with? What happens to those that don't find the right dance partner? Surely some will wither and die. But at the same time, the SPAC model is probably here to stay since it does simplify and expedite the whole process of going public and raising capital. And so I think that SPACs will survive even once we’re past the current manic stage.<blockquote>我说传统 IPO 将会生存的部分原因是目前 SPAC 数量过多。他们都能找到成功的公司合并吗？那些找不到合适舞伴的人会怎么样？肯定有些人会枯萎死亡。但与此同时，特殊目的收购公司模式可能会继续存在，因为它确实简化并加快了上市和筹集资金的整个过程。因此，我认为，即使我们度过了当前的狂躁阶段，SPAC 也会生存下来。</blockquote> First, understand that IPOs and SPACs are really just two ways of getting a private company from point A (in need of capital) to point B (capital needs satisfied and trading publicly). As you'll see, it's really a matter of putting the wagon before the horse, or the horse before the wagon. And the same model doesn’t work for every private company in every situation.<blockquote>首先，要明白IPO和SPAC实际上只是私营公司从A点（需要资本）到B点（满足资本需求并公开交易）的两种方式。正如你将看到的，这实际上是一个本末倒置，或者本末倒置的问题。同样的模式并不适用于所有情况下的每家私营公司。</blockquote> The IPO<blockquote>首次公开募股</blockquote> The traditional IPO, or Initial Public Offering, has been around since the beginning. This is what investment bankers, among other things, do for a living. As a former senior New York Stock Exchange floor trader who worked as part of the IPO team for what was considered the hottest investment bank during the internet bubble of the late 1990's, early 2000's, I have a great deal of experience in both supporting and in running the execution end of traditional IPOs, either from the booth, or in the crowd at the point of sale.<blockquote>传统的IPO，即首次公开募股，从一开始就存在。这就是投资银行家的谋生方式。作为一名前纽约证券交易所高级场内交易员，我曾在被认为是20世纪90年代末和21世纪初互联网泡沫期间最热门的投资银行的IPO团队工作，我在支持和管理传统IPO的执行端方面拥有丰富的经验，无论是在展位上，还是在销售点的人群中。</blockquote> In simplified form, IPOs involve private companies working with an investment bank or several investment banks to raise capital by “going public.\" The investment banks place a value on the private firm through a strenuous level of fundamental analysis, all the while gauging or trying to drum up demand. That part of the job is often referred to as a \"road show.\"<blockquote>简单来说，首次公开募股（IPO）是指私营公司与一家或多家投资银行合作，通过 “上市 ”筹集资金。投资银行通过艰苦的基本面分析对私营公司进行估值，同时衡量或试图拉动需求。这部分工作通常被称为 “路演”。</blockquote> The private company must also register with the exchange where it plans to list, as well as the Securities and Exchange Commission. There is a lengthy process that must be followed, as well as numerous requirements, such as compliance around transparency in financial reporting, that must be met.<blockquote>私营公司还必须向其计划上市的交易所以及美国证券交易委员会注册。必须遵循一个漫长的过程，以及必须满足许多要求，如财务报告透明度的合规性。</blockquote> The investment bank or banks, also known as the underwriters, may guarantee the IPO by purchasing the offering in a firm commitment and then selling the shares themselves in the secondary market. Without this \"firm\" commitment, the IPO is considered to be a \"best effort\" agreement, in which the underwriter sells the shares with no guarantee.<blockquote>投资银行（也称为承销商）可以通过坚定承诺购买发行，然后在二级市场上出售股票来担保首次公开募股。如果没有这种“坚定”的承诺，IPO被视为“尽最大努力”协议，其中承销商在没有担保的情况下出售股票。</blockquote> In my experience, the vast majority of IPOs are indeed “firm commitments” in which the underwriter takes on either the profit or loss (the risk) when selling shares after having priced the IPO. In the case of a \"best effort'' IPO, the investment bank is really more like a broker and advisor than a trader, and passes on to the formerly private company's shareholders the proceeds of those initial sales.<blockquote>根据我的经验，绝大多数 IPO 确实是 “坚定承诺”，即承销商在为 IPO 定价后出售股票时承担利润或损失（风险）。在“尽最大努力”IPO的情况下，投资银行实际上更像是经纪人和顾问，而不是交易员，并将这些初始销售的收益传递给前私营公司的股东。</blockquote> The SPAC<blockquote>特殊目的收购公司</blockquote> The SPAC, or Special Purpose Acquisition Company, has become increasingly popular lately. Some of you may have heard of \"Blank Check Companies.\" This is another term for basically the same thing as a SPAC. The whole idea is simply to raise funds first and then target private companies to merge with afterwards.<blockquote>特殊目的收购公司（SPAC）最近变得越来越受欢迎。你们中的一些人可能听说过“空白支票公司”。这是与特殊目的收购公司基本相同的另一个术语。整个想法很简单，首先筹集资金，然后瞄准私营公司进行合并。</blockquote> In this way, the private firm is able to get in position to quickly merge with an already-public company, greatly simplifying the process of going public. At that point, the shareholders or owners of the private company can either redeem their stakes at the offering price, or accept stock in the newly-merged company, depending on their preference.<blockquote>通过这种方式，私营公司能够快速与一家已经上市的公司合并，大大简化了上市过程。届时，私营公司的股东或所有者可以根据自己的喜好，以发行价赎回其股份，也可以接受新合并公司的股票。</blockquote> Why would a private company choose this route over a traditional IPO? There are several good reasons. The first is speed to market. By foregoing the whole \"road show\" process and merging with an already public firm, the company can now bypass all of the registrations and regulatory requirements. In addition, the risk of allowing investment bankers to price the deal is removed once the merger is agreed to.<blockquote>为什么一家私营公司会选择这条路线而不是传统的IPO？有几个很好的理由。首先是上市速度。通过放弃整个“路演”过程并与一家已经上市公司合并，该公司现在可以绕过所有注册和监管要求。此外，一旦合并获得批准，允许投资银行家为交易定价的风险就被消除了。</blockquote> What makes SPACs so attractive to private companies that might be in need of capital? It’s pretty simple --in a traditional IPO, the private company chases the capital, but with a SPAC, the capital chases the private company.<blockquote>是什么让SPAC对可能需要资金的私营公司如此有吸引力？很简单--在传统的IPO中，私人公司追逐资本，但在SPAC中，资本追逐私人公司.</blockquote> Notably, the SPAC structure is less risky to the owners of the targeted private company. The private company negotiates and agrees to a deal. Their work is now done, and the risk is transferred to the SPAC. This is great -- if you happen to run a highly sought-after private company in a suddenly hot industry. That is another reason why speed matters. No one ever knows how long the iron (or industry) stays hot.<blockquote>值得注意的是，特殊目的收购公司结构对目标私营公司的所有者来说风险较小。私营公司谈判并同意一项交易。他们的工作现在完成了，风险转移到了特殊目的收购公司。这很好——如果你碰巧在一个突然火热的行业中经营着一家备受追捧的私营公司。这是速度很重要的另一个原因。没有人知道铁（或工业）能保持热多久。</blockquote> Now, for the less highly sought-after private business, there will always be a need for a traditional investment banker since these companies still need to raise capital and will need help finding investors. However, in the IPO model, the workload and the risk are more on the private company than they are on the bank -- at least until the issue is priced and regardless of whether a firm commitment has been made.<blockquote>现在，对于不太受欢迎的私营企业来说，总是需要传统的投资银行家，因为这些公司仍然需要筹集资金，并且需要帮助寻找投资者。然而，在 IPO 模式中，私营公司的工作量和风险比银行的工作量和风险更大——至少在发行定价之前，也无论是否做出了坚定的承诺。</blockquote> The Bottom Line<blockquote>底线</blockquote> In my opinion, there will always be room in this marketplace for both traditional investment bankers as well as SPACs. For now, amid a pandemic, which has largely taken the \"road show\" aspect out of the IPO, and as certain industries have taken off seemingly overnight, SPACs have taken as much as half of the market for new issues.<blockquote>在我看来，这个市场上总会有传统投资银行家和 SPAC 的空间。目前，在疫情期间，IPO 在很大程度上取消了“路演”方面，而且某些行业似乎在一夜之间就起飞了，SPAC 已经占据了多达一半的新股市场。</blockquote> That is the current environment and it is not only subject to change, itwillchange. As some SPACs fail to attract potentially hot new private companies, their ranks will thin. In a market that’s tougher than the current bull one, raising money ahead of a deal becomes more difficult, and the pendulum will swing back toward traditional investment bankers who provide access to a broader array of potential investors.<blockquote>这就是当前的环境，它不仅会发生变化，而且将会变化。由于一些 SPAC 未能吸引潜在热门的新私营公司，它们的队伍将会缩小。在一个比当前牛市更艰难的市场中，在交易前筹集资金变得更加困难，钟摆将向传统投资银行家倾斜，他们可以接触到更广泛的潜在投资者。</blockquote> That said, these are two ways of going about doing the same thing. Neither is going away. Quality will succeed where success is deserved, and so quality investment bankers will outperform lower-quality SPACs and vice versa. Where quality is less obvious, there will be failure to last, or to find the right dance partner. The route chosen may depend on just how desirable, or choosy, the private company is able to be.<blockquote>也就是说，这是做同一件事的两种方式。两者都不会消失。质量将在值得成功的地方取得成功，因此优质投资银行家将优于质量较低的 SPAC，反之亦然。在质量不太明显的地方，就会有失败，或者找不到合适的舞伴。选择的路线可能取决于私营公司的可取性或选择性。</blockquote>","collect":0,"html":"<!DOCTYPE html>\n<html>\n<head>\n<meta http-equiv=\"Content-Type\" content=\"text/html; charset=utf-8\" />\n<meta name=\"viewport\" content=\"width=device-width,initial-scale=1.0,minimum-scale=1.0,maximum-scale=1.0,user-scalable=no\"/>\n<meta name=\"format-detection\" content=\"telephone=no,email=no,address=no\" />\n<title>Why SPACs Won’t Replace Traditional IPOs -- and Vice Versa<blockquote>为什么 SPAC 不会取代传统的 IPO，反之亦然</blockquote></title>\n<style type=\"text/css\">\na,abbr,acronym,address,applet,article,aside,audio,b,big,blockquote,body,canvas,caption,center,cite,code,dd,del,details,dfn,div,dl,dt,\nem,embed,fieldset,figcaption,figure,footer,form,h1,h2,h3,h4,h5,h6,header,hgroup,html,i,iframe,img,ins,kbd,label,legend,li,mark,menu,nav,\nobject,ol,output,p,pre,q,ruby,s,samp,section,small,span,strike,strong,sub,summary,sup,table,tbody,td,tfoot,th,thead,time,tr,tt,u,ul,var,video{ font:inherit;margin:0;padding:0;vertical-align:baseline;border:0 }\nbody{ font-size:16px; line-height:1.5; color:#999; background:transparent; }\n.wrapper{ overflow:hidden;word-break:break-all;padding:10px; }\nh1,h2{ font-weight:normal; line-height:1.35; margin-bottom:.6em; }\nh3,h4,h5,h6{ line-height:1.35; margin-bottom:1em; }\nh1{ font-size:24px; }\nh2{ font-size:20px; }\nh3{ font-size:18px; }\nh4{ font-size:16px; }\nh5{ font-size:14px; }\nh6{ font-size:12px; }\np,ul,ol,blockquote,dl,table{ margin:1.2em 0; }\nul,ol{ margin-left:2em; }\nul{ list-style:disc; }\nol{ list-style:decimal; }\nli,li p{ margin:10px 0;}\nimg{ max-width:100%;display:block;margin:0 auto 1em; }\nblockquote{ color:#B5B2B1; border-left:3px solid #aaa; padding:1em; }\nstrong,b{font-weight:bold;}\nem,i{font-style:italic;}\ntable{ width:100%;border-collapse:collapse;border-spacing:1px;margin:1em 0;font-size:.9em; }\nth,td{ padding:5px;text-align:left;border:1px solid #aaa; }\nth{ font-weight:bold;background:#5d5d5d; }\n.symbol-link{font-weight:bold;}\n/* header{ border-bottom:1px solid #494756; } */\n.title{ margin:0 0 8px;line-height:1.3;color:#ddd; }\n.meta {color:#5e5c6d;font-size:13px;margin:0 0 .5em; }\na{text-decoration:none; color:#2a4b87;}\n.meta .head { display: inline-block; overflow: hidden}\n.head .h-thumb { width: 30px; height: 30px; margin: 0; padding: 0; border-radius: 50%; float: left;}\n.head .h-content { margin: 0; padding: 0 0 0 9px; float: left;}\n.head .h-name {font-size: 13px; color: #eee; margin: 0;}\n.head .h-time {font-size: 12.5px; color: #7E829C; margin: 0;}\n.small {font-size: 12.5px; display: inline-block; transform: scale(0.9); -webkit-transform: scale(0.9); transform-origin: left; -webkit-transform-origin: left;}\n.smaller {font-size: 12.5px; display: inline-block; transform: scale(0.8); -webkit-transform: scale(0.8); transform-origin: left; -webkit-transform-origin: left;}\n.bt-text {font-size: 12px;margin: 1.5em 0 0 0}\n.bt-text p {margin: 0}\n</style>\n</head>\n<body>\n<div class=\"wrapper\">\n<header>\n<h2 class=\"title\">\nWhy SPACs Won’t Replace Traditional IPOs -- and Vice Versa<blockquote>为什么 SPAC 不会取代传统的 IPO，反之亦然</blockquote>\n</h2>\n<h4 class=\"meta\">\n\nTheStreet2021-03-23 23:42\n\n</h4>\n</header>\n<article>\nWill SPACs replace traditional IPOs? I think to a degree, they already have -- at least for now. Longer-term, however, I think that traditional investment banking will survive, and that there will always be room for both methods of going public.<blockquote>SPAC会取代传统的首次公开募股吗？我认为在某种程度上，他们已经有了——至少现在是这样。然而，从长远来看，我认为传统的投资银行将会生存下去，而且这两种上市方式总是有空间的。</blockquote> Part of why I say that traditional IPOs will survive is due to the sheer abundance of SPACs out there right now. Can they all find winning companies to merge with? What happens to those that don't find the right dance partner? Surely some will wither and die. But at the same time, the SPAC model is probably here to stay since it does simplify and expedite the whole process of going public and raising capital. And so I think that SPACs will survive even once we’re past the current manic stage.<blockquote>我说传统 IPO 将会生存的部分原因是目前 SPAC 数量过多。他们都能找到成功的公司合并吗？那些找不到合适舞伴的人会怎么样？肯定有些人会枯萎死亡。但与此同时，特殊目的收购公司模式可能会继续存在，因为它确实简化并加快了上市和筹集资金的整个过程。因此，我认为，即使我们度过了当前的狂躁阶段，SPAC 也会生存下来。</blockquote> First, understand that IPOs and SPACs are really just two ways of getting a private company from point A (in need of capital) to point B (capital needs satisfied and trading publicly). As you'll see, it's really a matter of putting the wagon before the horse, or the horse before the wagon. And the same model doesn’t work for every private company in every situation.<blockquote>首先，要明白IPO和SPAC实际上只是私营公司从A点（需要资本）到B点（满足资本需求并公开交易）的两种方式。正如你将看到的，这实际上是一个本末倒置，或者本末倒置的问题。同样的模式并不适用于所有情况下的每家私营公司。</blockquote> The IPO<blockquote>首次公开募股</blockquote> The traditional IPO, or Initial Public Offering, has been around since the beginning. This is what investment bankers, among other things, do for a living. As a former senior New York Stock Exchange floor trader who worked as part of the IPO team for what was considered the hottest investment bank during the internet bubble of the late 1990's, early 2000's, I have a great deal of experience in both supporting and in running the execution end of traditional IPOs, either from the booth, or in the crowd at the point of sale.<blockquote>传统的IPO，即首次公开募股，从一开始就存在。这就是投资银行家的谋生方式。作为一名前纽约证券交易所高级场内交易员，我曾在被认为是20世纪90年代末和21世纪初互联网泡沫期间最热门的投资银行的IPO团队工作，我在支持和管理传统IPO的执行端方面拥有丰富的经验，无论是在展位上，还是在销售点的人群中。</blockquote> In simplified form, IPOs involve private companies working with an investment bank or several investment banks to raise capital by “going public.\" The investment banks place a value on the private firm through a strenuous level of fundamental analysis, all the while gauging or trying to drum up demand. That part of the job is often referred to as a \"road show.\"<blockquote>简单来说，首次公开募股（IPO）是指私营公司与一家或多家投资银行合作，通过 “上市 ”筹集资金。投资银行通过艰苦的基本面分析对私营公司进行估值，同时衡量或试图拉动需求。这部分工作通常被称为 “路演”。</blockquote> The private company must also register with the exchange where it plans to list, as well as the Securities and Exchange Commission. There is a lengthy process that must be followed, as well as numerous requirements, such as compliance around transparency in financial reporting, that must be met.<blockquote>私营公司还必须向其计划上市的交易所以及美国证券交易委员会注册。必须遵循一个漫长的过程，以及必须满足许多要求，如财务报告透明度的合规性。</blockquote> The investment bank or banks, also known as the underwriters, may guarantee the IPO by purchasing the offering in a firm commitment and then selling the shares themselves in the secondary market. Without this \"firm\" commitment, the IPO is considered to be a \"best effort\" agreement, in which the underwriter sells the shares with no guarantee.<blockquote>投资银行（也称为承销商）可以通过坚定承诺购买发行，然后在二级市场上出售股票来担保首次公开募股。如果没有这种“坚定”的承诺，IPO被视为“尽最大努力”协议，其中承销商在没有担保的情况下出售股票。</blockquote> In my experience, the vast majority of IPOs are indeed “firm commitments” in which the underwriter takes on either the profit or loss (the risk) when selling shares after having priced the IPO. In the case of a \"best effort'' IPO, the investment bank is really more like a broker and advisor than a trader, and passes on to the formerly private company's shareholders the proceeds of those initial sales.<blockquote>根据我的经验，绝大多数 IPO 确实是 “坚定承诺”，即承销商在为 IPO 定价后出售股票时承担利润或损失（风险）。在“尽最大努力”IPO的情况下，投资银行实际上更像是经纪人和顾问，而不是交易员，并将这些初始销售的收益传递给前私营公司的股东。</blockquote> The SPAC<blockquote>特殊目的收购公司</blockquote> The SPAC, or Special Purpose Acquisition Company, has become increasingly popular lately. Some of you may have heard of \"Blank Check Companies.\" This is another term for basically the same thing as a SPAC. The whole idea is simply to raise funds first and then target private companies to merge with afterwards.<blockquote>特殊目的收购公司（SPAC）最近变得越来越受欢迎。你们中的一些人可能听说过“空白支票公司”。这是与特殊目的收购公司基本相同的另一个术语。整个想法很简单，首先筹集资金，然后瞄准私营公司进行合并。</blockquote> In this way, the private firm is able to get in position to quickly merge with an already-public company, greatly simplifying the process of going public. At that point, the shareholders or owners of the private company can either redeem their stakes at the offering price, or accept stock in the newly-merged company, depending on their preference.<blockquote>通过这种方式，私营公司能够快速与一家已经上市的公司合并，大大简化了上市过程。届时，私营公司的股东或所有者可以根据自己的喜好，以发行价赎回其股份，也可以接受新合并公司的股票。</blockquote> Why would a private company choose this route over a traditional IPO? There are several good reasons. The first is speed to market. By foregoing the whole \"road show\" process and merging with an already public firm, the company can now bypass all of the registrations and regulatory requirements. In addition, the risk of allowing investment bankers to price the deal is removed once the merger is agreed to.<blockquote>为什么一家私营公司会选择这条路线而不是传统的IPO？有几个很好的理由。首先是上市速度。通过放弃整个“路演”过程并与一家已经上市公司合并，该公司现在可以绕过所有注册和监管要求。此外，一旦合并获得批准，允许投资银行家为交易定价的风险就被消除了。</blockquote> What makes SPACs so attractive to private companies that might be in need of capital? It’s pretty simple --in a traditional IPO, the private company chases the capital, but with a SPAC, the capital chases the private company.<blockquote>是什么让SPAC对可能需要资金的私营公司如此有吸引力？很简单--在传统的IPO中，私人公司追逐资本，但在SPAC中，资本追逐私人公司.</blockquote> Notably, the SPAC structure is less risky to the owners of the targeted private company. The private company negotiates and agrees to a deal. Their work is now done, and the risk is transferred to the SPAC. This is great -- if you happen to run a highly sought-after private company in a suddenly hot industry. That is another reason why speed matters. No one ever knows how long the iron (or industry) stays hot.<blockquote>值得注意的是，特殊目的收购公司结构对目标私营公司的所有者来说风险较小。私营公司谈判并同意一项交易。他们的工作现在完成了，风险转移到了特殊目的收购公司。这很好——如果你碰巧在一个突然火热的行业中经营着一家备受追捧的私营公司。这是速度很重要的另一个原因。没有人知道铁（或工业）能保持热多久。</blockquote> Now, for the less highly sought-after private business, there will always be a need for a traditional investment banker since these companies still need to raise capital and will need help finding investors. However, in the IPO model, the workload and the risk are more on the private company than they are on the bank -- at least until the issue is priced and regardless of whether a firm commitment has been made.<blockquote>现在，对于不太受欢迎的私营企业来说，总是需要传统的投资银行家，因为这些公司仍然需要筹集资金，并且需要帮助寻找投资者。然而，在 IPO 模式中，私营公司的工作量和风险比银行的工作量和风险更大——至少在发行定价之前，也无论是否做出了坚定的承诺。</blockquote> The Bottom Line<blockquote>底线</blockquote> In my opinion, there will always be room in this marketplace for both traditional investment bankers as well as SPACs. For now, amid a pandemic, which has largely taken the \"road show\" aspect out of the IPO, and as certain industries have taken off seemingly overnight, SPACs have taken as much as half of the market for new issues.<blockquote>在我看来，这个市场上总会有传统投资银行家和 SPAC 的空间。目前，在疫情期间，IPO 在很大程度上取消了“路演”方面，而且某些行业似乎在一夜之间就起飞了，SPAC 已经占据了多达一半的新股市场。</blockquote> That is the current environment and it is not only subject to change, itwillchange. As some SPACs fail to attract potentially hot new private companies, their ranks will thin. In a market that’s tougher than the current bull one, raising money ahead of a deal becomes more difficult, and the pendulum will swing back toward traditional investment bankers who provide access to a broader array of potential investors.<blockquote>这就是当前的环境，它不仅会发生变化，而且将会变化。由于一些 SPAC 未能吸引潜在热门的新私营公司，它们的队伍将会缩小。在一个比当前牛市更艰难的市场中，在交易前筹集资金变得更加困难，钟摆将向传统投资银行家倾斜，他们可以接触到更广泛的潜在投资者。</blockquote> That said, these are two ways of going about doing the same thing. Neither is going away. Quality will succeed where success is deserved, and so quality investment bankers will outperform lower-quality SPACs and vice versa. Where quality is less obvious, there will be failure to last, or to find the right dance partner. The route chosen may depend on just how desirable, or choosy, the private company is able to be.<blockquote>也就是说，这是做同一件事的两种方式。两者都不会消失。质量将在值得成功的地方取得成功，因此优质投资银行家将优于质量较低的 SPAC，反之亦然。在质量不太明显的地方，就会有失败，或者找不到合适的舞伴。选择的路线可能取决于私营公司的可取性或选择性。</blockquote>\n<div class=\"bt-text\">\n\n\n 来源：<a href=\"https://www.thestreet.com/investing/why-spacs-wont-replace-traditional-ipos\">TheStreet</a>\n为提升您的阅读体验，我们对本页面进行了排版优化\n\n\n</div>\n</article>\n</div>\n</body>\n</html>\n","type":0,"thumbnail":"","relate_stocks":{".DJI":"道琼斯",".SPX":"S&P 500 Index",".IXIC":"NASDAQ Composite"},"source_url":"https://www.thestreet.com/investing/why-spacs-wont-replace-traditional-ipos","is_english":true,"share_image_url":"https://static.laohu8.com/e9f99090a1c2ed51c021029395664489","article_id":"1102596742","content_text":"Will SPACs replace traditional IPOs? I think to a degree, they already have -- at least for now. Longer-term, however, I think that traditional investment banking will survive, and that there will always be room for both methods of going public.\nPart of why I say that traditional IPOs will survive is due to the sheer abundance of SPACs out there right now. Can they all find winning companies to merge with? What happens to those that don't find the right dance partner? Surely some will wither and die. But at the same time, the SPAC model is probably here to stay since it does simplify and expedite the whole process of going public and raising capital. And so I think that SPACs will survive even once we’re past the current manic stage.\nFirst, understand that IPOs and SPACs are really just two ways of getting a private company from point A (in need of capital) to point B (capital needs satisfied and trading publicly). As you'll see, it's really a matter of putting the wagon before the horse, or the horse before the wagon. And the same model doesn’t work for every private company in every situation.\nThe IPO\nThe traditional IPO, or Initial Public Offering, has been around since the beginning. This is what investment bankers, among other things, do for a living. As a former senior New York Stock Exchange floor trader who worked as part of the IPO team for what was considered the hottest investment bank during the internet bubble of the late 1990's, early 2000's, I have a great deal of experience in both supporting and in running the execution end of traditional IPOs, either from the booth, or in the crowd at the point of sale.\nIn simplified form, IPOs involve private companies working with an investment bank or several investment banks to raise capital by “going public.\" The investment banks place a value on the private firm through a strenuous level of fundamental analysis, all the while gauging or trying to drum up demand. That part of the job is often referred to as a \"road show.\"\nThe private company must also register with the exchange where it plans to list, as well as the Securities and Exchange Commission. There is a lengthy process that must be followed, as well as numerous requirements, such as compliance around transparency in financial reporting, that must be met.\nThe investment bank or banks, also known as the underwriters, may guarantee the IPO by purchasing the offering in a firm commitment and then selling the shares themselves in the secondary market. Without this \"firm\" commitment, the IPO is considered to be a \"best effort\" agreement, in which the underwriter sells the shares with no guarantee.\nIn my experience, the vast majority of IPOs are indeed “firm commitments” in which the underwriter takes on either the profit or loss (the risk) when selling shares after having priced the IPO. In the case of a \"best effort'' IPO, the investment bank is really more like a broker and advisor than a trader, and passes on to the formerly private company's shareholders the proceeds of those initial sales.\nThe SPAC\nThe SPAC, or Special Purpose Acquisition Company, has become increasingly popular lately. Some of you may have heard of \"Blank Check Companies.\" This is another term for basically the same thing as a SPAC. The whole idea is simply to raise funds first and then target private companies to merge with afterwards.\nIn this way, the private firm is able to get in position to quickly merge with an already-public company, greatly simplifying the process of going public. At that point, the shareholders or owners of the private company can either redeem their stakes at the offering price, or accept stock in the newly-merged company, depending on their preference.\nWhy would a private company choose this route over a traditional IPO? There are several good reasons. The first is speed to market. By foregoing the whole \"road show\" process and merging with an already public firm, the company can now bypass all of the registrations and regulatory requirements. In addition, the risk of allowing investment bankers to price the deal is removed once the merger is agreed to.\nWhat makes SPACs so attractive to private companies that might be in need of capital? It’s pretty simple --in a traditional IPO, the private company chases the capital, but with a SPAC, the capital chases the private company.\nNotably, the SPAC structure is less risky to the owners of the targeted private company. The private company negotiates and agrees to a deal. Their work is now done, and the risk is transferred to the SPAC. This is great -- if you happen to run a highly sought-after private company in a suddenly hot industry. That is another reason why speed matters. No one ever knows how long the iron (or industry) stays hot.\nNow, for the less highly sought-after private business, there will always be a need for a traditional investment banker since these companies still need to raise capital and will need help finding investors. However, in the IPO model, the workload and the risk are more on the private company than they are on the bank -- at least until the issue is priced and regardless of whether a firm commitment has been made.\nThe Bottom Line\nIn my opinion, there will always be room in this marketplace for both traditional investment bankers as well as SPACs. For now, amid a pandemic, which has largely taken the \"road show\" aspect out of the IPO, and as certain industries have taken off seemingly overnight, SPACs have taken as much as half of the market for new issues.\nThat is the current environment and it is not only subject to change, itwillchange. As some SPACs fail to attract potentially hot new private companies, their ranks will thin. In a market that’s tougher than the current bull one, raising money ahead of a deal becomes more difficult, and the pendulum will swing back toward traditional investment bankers who provide access to a broader array of potential investors.\nThat said, these are two ways of going about doing the same thing. Neither is going away. Quality will succeed where success is deserved, and so quality investment bankers will outperform lower-quality SPACs and vice versa. Where quality is less obvious, there will be failure to last, or to find the right dance partner. The route chosen may depend on just how desirable, or choosy, the private company is able to be.","news_type":1,"symbols_score_info":{".IXIC":0.9,".DJI":0.9,".SPX":0.9}},"isVote":1,"tweetType":1,"viewCount":664,"commentLimit":10,"likeStatus":false,"favoriteStatus":false,"reportStatus":false,"symbols":[],"verified":2,"subType":0,"readableState":1,"langContent":"EN","currentLanguage":"EN","warmUpFlag":false,"orderFlag":false,"shareable":true,"causeOfNotShareable":"","featuresForAnalytics":[],"commentAndTweetFlag":false,"andRepostAutoSelectedFlag":false,"upFlag":false,"length":1,"subscribersOnly":false,"subscribersOnlyAccessible":false,"xxTargetLangEnum":"ORIG"},"commentList":[],"isCommentEnd":true,"isTiger":false,"isWeiXinMini":false,"url":"/m/post/353791738"}