Why I'm excited about Spinning Eagle Acquisition Corp $SPNG. A thread 👇
Some basics. $SPNG is planning to raise $1.5 billion. This is likely to be one of the largest SPAC raises in 2021. According to @spactrack, it is the single largest pre-IPO SPAC at the moment.
What I’m most excited about though is a unique feature built into the SPAC that the name “Spinning” alludes to.
If the full trust is not used in the first business combination, the remaining trust can “spin-off” into a new SPAC. IMO, this gives the management team a ton of flexibility and optionality in terms of how they approach their search and their negotiations.
The full mechanics of how this works could be a separate thread, but the NASDAQ 80% rule will still apply to the initial business combination which gives retail investors some protection. It seems like the 24 month clock would not restart in this case from my reading of the S-1
Speaking of which, the S-1 was filed 12/23/20 and they should IPO sometime in Q1. No date confirmed yet. They are not limiting the SPAC to any sector or geography, but it is likely to be an entertainment play based on the mgmt team. https://sec.report/Document/0001193125-20-326138/
So who is the team? The same folks behind the SPAC that brought Draftkings public, which is now trading at over $50. Draftkings was one of the major stories if not THE story that put SPACs on the map in 2020.
The mgmt team has been involved in at least 4 recent SPACs, with the two post merger SPACs flying high (see what I did there 😉)
Diamond Eagle → now $DKNG @ $52
Flying Eagle → now $SKLZ @ $28
Falcon Capital ($FCAC) → pre-DA @ $11
Spinning Eagle ($SPNG) → IPO Q1/Q2
What’s interesting and not really reported on in much detail, these guys were doing SPACs before SPACs were cool. Forming their first SPAC circa 2011. More on that later. Let’s focus on the two key players:
Harry Sloan is CEO of $SPNG
-deep expertise in the entertainment industry (film product, broadcasting, media)
-on the board of $DKNG and $SKLZ
-former CEO and chairman of MGM studios
-a founding shareholder of Lionsgate Films in 1999
Full bio here: https://www.mccaininstitute.org/staff/harry-e-sloan/
Sloan noted in a recent interview that SPACs are well suited for companies that don’t have comps b/c “the biggest advantage for a SPAC is that you can spend a lot of time in price discovery with investors.” That was one of the best explanations I've seen why SPACs can be > IPOs.
Jeff Sagansky is the investing founder
-Former CBS and Sony Pictures Entertainment president. Spent time and NBC as well.
-Helped with the initial rollout of the first Playstation in the U.S.
Interesting, albeit outdated, profile here: https://www.alumni.hbs.edu/stories/Pages/story-bulletin.aspx?num=2936
The universe of companies $SPNG could do a deal with is really broad. Entertainment is a massive sector, and the trust size + spin-off flexibility gives them a ton of options.
I would also not be surprised about an international play based on my reading of the S-1 and considering some of the management team’s previous experience.
There are at least 3 earlier SPACs connected with this group:
-Global Eagle combined with an airline Wi-Fi company in '13
-Silver Eagle combined with a satellite tv company in India in '15
-Platinum Eagle combined with a hospitality company in '19
I’m not sure if any of these were financial wins for the early SPAC investors or not (who else on #FinTwit wants to help dig that data up???). But in my opinion, Draftkings and Skilz are much more relevant since we are in an entirely new era.
So summing up, I'm excited about $SPNG because
1) The unique spin-off feature gives the SPAC a lot of optionality in terms of how they approach the search + negotiations
2) Recent track record of the management team
3) The likelihood of it being an entertainment play
I'd like to do more research on
-The spin-off mechanics. From reviewing the S-1, it seems like retail investors are relatively well protected. Would love some insights from an expert though.
-How the 3 earlier SPACs turned out for early investors. Different market back then tho.
If this is helpful, drop me a comment on what you liked. I'll try to do more of it in the future. And if I'm missing something, let me know!

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