Dr. Risk,
Fantastic post! I "ditto" all of it.
>>>unless newco is a great company which they are usually not, because if they were they would, typically, not be using this format to become public<<<
This is a very true statement, but, as you imply, there are key exceptions. Recall that Blockbuster, Tandy, and Turner Broadcasting (among many others) initially went public this way. Many companies (that don't need money), use this method to becomae public to have stock available for acquisitions, ESOPs, etc., and to provide for a higher valuation, valid exit strategy, etc. The important thing is that, as long as the shell is clean, to do the DD on the private company and the individuals involved. You have to look beyond the numbers and see the INTENTIONS. Because there are some real dogs out there ready to lick many a sucker!
Take care,
Clo |