SPAC Outsourced Accounting and Financial Reporting Advisory

Special Purpose Acquisition Companies, or SPACs, have seen a resurgence in popularity. These publicly-traded companies are formed with the sole purpose of raising capital to acquire one or more unspecified businesses. The management team that forms the SPAC forms the entity and funds the offering expenses for the target company in exchange for founder’s shares.

RotenbergMeril is dedicated to helping both sponsors and target companies navigate going public through a SPAC. To help ensure your company is ready to operate as a public company, our planning goes beyond the initial SPAC IPO and De-SPAC merger. Our SEC Services Group focuses on serving publicly traded mid-sized and emerging-growth companies in a wide variety of industries.

SPAC Outsourcing Service From Inception to IPO

Write-up /posting of transactions from formation of SPAC to IPO date

  • Set-up computerized accounting software (our in-house QuickBooks Enterprise System)
  • Cash transactions
  • Deferred offering costs
    • Stock subscriptions receivable
  • Accrued offering and other expenses
  • Loans payable
  • Related party transactions (including items paid by related parties on behalf of SPAC)
  • Equity transactions
  • Bank reconciliation and other account reconciliation(s)
  • General ledger maintenance
  • Prepare accounting memorandums for audit, as requested

Outsourcing services through initial Form S-1 filing and S-1 amendment filings

  • Review of documents to determine proper accounting and financial statement note disclosures
  • Financial statements preparation, including note disclosures in accordance with U.S. GAAP
  • Prepare Dilution table and disclosures, and update as needed
  • Prepare Capitalization table and disclosures, and update as needed
  • MD&A
  • Other S-1 financial disclosures
  • Review of Edgar drafts
  • External auditor coordination and responses to auditor or legal team comments and f/s updates

IPO date Form 8-K services

  • Record transactions for the period from the S-1 balance sheet date to date of the IPO
  • US GAAP Financial statements preparation – balance sheet only with disclosures
  • Responses to auditor comments and f/s updates

SOX Compliance

  • Risk assessment – internal controls
  • On-going monitoring and internal audit function

SPAC Post IPO Services Up To DE-SPAC

Quarterly form 10-Q Services

  • Preparation of financial statements
  • Management discussion and analysis
  • Other financial related disclosures in the Form 10-Q
  • Coordination with external auditors’ and responding to their data requests and inquiries

Annual Form 10-K Services

  • Preparation of financial statements
  • Management discussion and analysis
  • Other financial related disclosures in the Form 10-K
  • Coordination with external auditors’ and responding to their data requests and inquiries

General Accounting Services

  • General accounting and maintenance of books of account
  • Write-up and posting of transactions to the general ledger
  • Bank reconciliation and other account reconciliation(s)
  • Preparation of account workpapers
  • General ledger maintenance
  • Prepare accounting memorandums for audit, as requested

 Tax Return Services

  • Tax planning and structuring
  • Preparation of Federal and State/City corporate income tax returns, as applicable

De-SPAC Services

  • Pro-forma financial statements for the proxy statement
  • Financial disclosures in the proxy statement – MD&A, dilution table, and capitalization table
  • Merger accounting
  • Coordination with external auditors

Contact Us Today

Larry Meril, Partner, is standing by to help answer your questions about how our SPAC Services can benefit you. Larry can be reached at (212) 660-0050 Ext 2051 or lmeril@rmsbg.com.