Episodes
What Founders Aren't Told Before a DESPAC with Roshan Pujari CEO Stardust Power
What no one tells founders before a DESPAC: the deal itself is the easy part. Roshan Pujari took Stardust Power from a 2023 startup to a shovel-ready national lithium project in roughly three years — and he is refreshingly ca...
What Actually Kills DESPAC Deals, With 25-Year SPAC Attorney Doug Ellenoff
Why do so many DESPAC deals look great on day one and collapse months later? In this episode of The DESPAC Podcast, host Chaz Churchwell sits down with Douglas Ellenoff of Ellenoff Grossman & Schole, one of the most prolific ...
What Misclassified Warrants and Earnouts Really Cost a DESPAC — Sam Salty & Mark Stoller
Misclassify warrants or earnouts and you can blow up your DESPAC valuation, delay closing by months, and stack millions in advisory, audit, and legal fees on a deal that was supposed to be ready. Sam Salty (Managing Partner, ...
The 3 Non-Negotiables Every DESPAC Target Must Show Today with Alex Weniger-Araujo & Shahrooz Shahnavaz
Alex Weniger-Araujo (Capital Markets & Securities Partner) and Shahrooz Shahnavaz (Tax Partner & Co-Leader) of McGuireWoods on DESPAC target readiness in the SPAC 4.0 era — the three non-negotiables every target must show today: audit readiness and PCAOB-qualified financials, a credible why-public thesis, and tax structuring discipline. Over 100 SPAC and DESPAC transactions of practitioner-grade insight.
From Fraud Investigations to DESPAC Due Diligence — James Tunkey
James Tunkey, CFE and Managing Director of I on Asia, on executive due diligence in a de-SPAC — 50+ transactions of fraud-investigator-grade screening, why undisclosed directors collapse deals at the two-yard line, how short sellers exploit pre-merger disclosure gaps, the six-month expiry window, and why early diligence directly lowers cost of capital.
How Fairness Opinions Actually Work in a DESPAC Transaction — Michael Moscarelli
Michael Moscarelli of Houlihan Capital on projection disclosure risk in a DESPAC — why the financial forecasts shared with the fairness opinion team enter public filings and become the single biggest post-close liability for target CEOs.
The SPAC Market Reset: Why the Next Wave May Be Stronger
A market update on why securities litigation has dropped since the SPAC boom — and why governance, valuation discipline, and strong advisory teams are shaping the next cycle of DESPAC deals.
Inside the DESPAC Process: What Investment Bankers Actually Do
Jesse Busch of iBankers on what investment bankers do in a DESPAC — deal structuring, capital raising, exchange approvals, and how boutique banks guide private companies through SPAC mergers.
CFO Advisory Secrets: What Private Companies Must Fix Before a DESPAC
Mohammad Hasham of Cohn Reznick on PCAOB audit prep before a SPAC merger — CFO advisory, financial statement readiness, and what private companies must fix before going public.
The Gatekeepers of Your Shares: What Every DESPAC Company Must Know About Transfer Agents
Caitlyn Van Valin of Odyssey Trust on what transfer agents do in a DESPAC — shareholder records, corporate action events, and when private companies should engage before close.
Why 90% of SPACs Are Formed in the Cayman Islands (And What Targets Must Know)
Alexandra Low of Appleby on why SPACs incorporate in the Cayman Islands — cross-border DESPAC structuring, charter provisions, and director responsibilities for newly public companies.
What Smart Targets Look For in a SPAC (And What Most Miss)
Chris Cottone of Greentree Financial on what target companies should look for in a SPAC — promote structure, dilution, PCAOB audit timing, and capital recycling strategies for post-close success.
IPO or DESPAC? The real answer is more nuanced than most founders realize.
Peter Goldstein of Exchange Listing on IPO vs. DESPAC for founders — market-driven price discovery, redemption risk, foreign filer rules, and how to avoid inflated valuations that cause post-close collapse.
Is Your DESPAC Built on Governance or Just Hype?
Daniele D'Alvia of Queen Mary University on governance risk in SPAC transactions — sponsor promote alignment, valuation discipline, and why governance is the strongest defense against post-close litigation.
When Should IR Enter the DESPAC Process? The Answer Most CEOs Miss
Jordan Darrow of Darrow IR on when to engage IR before a DESPAC — investor positioning, CEO communication, and why small-cap public companies need disciplined IR to survive volatile markets.
Why DESPACs Attract Litigation and How Leaders Defend Themselves
Securities litigator Jon Uretzky of PULP Law Firm on D&O insurance for newly public companies — why DESPACs attract elevated litigation, how SEC inquiries trigger shareholder lawsuits, and what protects directors and officers.
What Transfer Agents Really Do and Why Communication Decides Outcomes
Seth Farbman of VStock Transfer on cap table management for newly public companies — the real role of transfer agents, why communication failures create financial risk, and when to engage early.
What Private Companies Don’t Understand About SEC Filings
Elliot Goldstein of Federal Filings on what an EDGAR agent does in a DESPAC — the realities of SEC filings, XBRL tagging risk, and the hidden costs that derail deals and frustrate regulators.
Inside the Mind of a SPAC Sponsor: How Good Deals Get Done
Long Long, a veteran SPAC sponsor, on what SPAC sponsors look for in a target — internal ownership, deal cadence, promote structures, and why public readiness failures lead to lawsuits.
What Breaks First After a DESPAC: The Deal or the Company?
Securities attorney Morris Zarif on the hidden costs of going public through a DESPAC — governance cleanup, IP diligence gaps, audit exposure, and the D&O coverage requirements most targets underestimate.
Continuing to Evolve: How Public Companies Stay Compliant, Agile, and Ready for What Comes Next
Mike Blankenship of Winston & Strawn on annual risk reviews for newly public companies — insurance audits, litigation trends, M&A readiness, and using public currency for strategic growth. (Go Public Series: Step 8 — Continuing to Evolve)
Institutionalizing Discipline: The Governance and Reporting Standards Every Public Company Must Master
Mike Blankenship of Winston & Strawn on SOX compliance after a DESPAC — governance structure, reporting cadence, internal audit controls, and the discipline that drives long-term public-company success. (Go Public Series: Step 7 — Institutionalizing Discipline)
List and Launch: What Happens the Moment Your DESPAC Deal Closes
Mike Blankenship of Winston & Strawn on what happens when a DESPAC closes — listing day, market communications, the first earnings report, and demonstrating alignment with prior projections. (Go Public Series: Step 6 — List and Launch)
Building Market Trust: Preparing Leaders and Messaging for Public Scrutiny
Mike Blankenship of Winston & Strawn on executive communication before going public — aligning messaging, preparing for analyst and investor scrutiny, and avoiding hype that erodes trust. (Go Public Series: Step 5 — Building Market Trust)