SPAC Advisory
SPAC Accounting Advisory –
Support for both SPAC
and De-SPAC Transactions
We provide accounting support for both sides of a SPAC transaction. This includes support SPAC sponsors in their initial SPAC IPO, and then target operating companies when contemplating merger with a SPAC.
100+
Successful transactions completed
20+
Years of experience
$5 - 50m
Average size of transaction
$20-200m
Average market cap of clients across tech, manufacturing & services
Accurate and Investor-Ready Financial Reporting
Our SPAC & De-SPAC capabilities:
Corviniti provides technical accounting support throughout the entire SPAC lifecycle, beginning with the initial SPAC IPO. For SPAC sponsors, we handle the financial reporting requirements needed to launch the vehicle, including preparing the financial sections and disclosures for the Form S-1. We coordinate with external auditors for PCAOB audits and manage ongoing compliance reporting, including Forms 10-Q, 10-K, and 8-K, while the sponsor searches for a target business.
During the de-SPAC phase, we support target operating companies preparing to merge into the public vehicle. We manage the preparation of Form S-4/F-4 or proxy statements, which includes compiling complex pro forma financial statements and drafting the MD&A section. We also reconstruct historical financial periods and build the supporting workpapers required for intensive PCAOB look-back audits.
Our team directly addresses the complex transaction accounting unique to these combinations, such as reverse recapitalizations, warrant liabilities, debt-to-equity conversions, and earn-out allocations. Post-merger, we assist the combined operating company in establishing internal control frameworks and accelerating close processes to meet the ongoing demands of public market reporting.
We help with SPAC transactions:
We provide accounting support for both sides of a SPAC transaction.
For SPAC Sponsors
- Form S-1 Preparation: Draft the financial sections, disclosures, and footnotes required for the initial blank-check IPO.
- PCAOB Audit Support: Prepare historical financial statements and supporting workpapers for the external audit.
- SEC Compliance: Manage ongoing SEC reporting (Forms 10-Q, 10-K, and 8-K) prior to the merger.
For Target Operating Companies
- Form S-4 & Proxy Statements: Prepare the required financial disclosures, pro forma financial statements, and the MD&A section for the merger filing.
- Look-Back Audit Support: Reconstruct historical financial periods and build workpapers for PCAOB look-back audits.
- Complex Accounting Transactions: Draft technical accounting memos for reverse recapitalizations, warrant liabilities, debt-to-equity conversions, and earn-out structures.
- Post-Merger Support: Establish internal control frameworks and adjust close processes to meet public company reporting requirements.
Why Choose Corviniti?
Big 4 expertise,
boutique agility
Corviniti delivers Big 4 technical accounting expertise with the responsiveness of a boutique advisory firm. By combining senior-level involvement with tailored solutions, we assist high-growth companies in executing complex financial reporting requirements and capital market transactions.
Assistance with SPAC and deSPAC transactions
Corviniti supports businesses across all stages of growth, from venture-backed startups to late-stage companies navigating IPO, SPAC, or M&A transactions. We address complex reporting challenges through direct senior-level involvement, technical accounting expertise, and practical, execution-oriented solutions.
- Startup and Fundraising Focused (including Venture Capital)
- Built for Capital Markets (including IPO and SPAC transactions)
- Boutique Attention
- Big Four Experience
- Transaction Deadline Oriented
Contact Us To
Learn More
Call: (347) 472-1115
Email: info@corviniti.com
If you are ready to learn more about how Corviniti can assist you in your SPAC transaction, please complete the form below with a brief overview of your business and financial reporting requirements, and a member of our team will follow up within 24 hours.
Learn More From
Frequently Asked Questions
We draft the financial sections, disclosures, and footnotes required for the initial blank-check IPO. We also prepare the entity for its initial PCAOB audit and manage ongoing SEC compliance filings (Forms 10-Q, 10-K, and 8-K) while the sponsor searches for a target business.
Yes. Many of our clients are scaling rapidly and need institutional-grade technical expertise but aren’t ready for a full-time, permanent hire. We provide scalable support, plugging into your current financial reporting framework to provide fractional CFO, controller and SEC Directors, to lead your financial reporting function for transaction or on-going support.
We prepare the financial disclosures, pro forma financial statements, and the Management’s Discussion and Analysis (MD&A) section required for the Form S-4, F-4 or proxy statement. We also build the audit-ready workpapers and schedules for the target company’s historical financial periods.
Target companies must present two to three years of audited financial statements meeting PCAOB standards. We reconstruct historical accounting records, build detailed rollforwards and schedules, and prepare technical memos to ensure the historical financials are audit-ready before the external auditors begin fieldwork.
Yes. We prepare the pro forma financial information required under Regulation S-X. This documentation shows the combined financial impact of the SPAC and the target operating company as if the transaction had occurred at the beginning of the period presented.
We draft technical accounting memos and calculate adjustments for transaction structures unique to SPACs. This includes reverse recapitalizations, public and private warrant liabilities, debt-to-equity conversions, earn-out structures, and stock-based compensation modifications.
We manage the auditor request list (PBC list), deliver fully supported workpapers, and directly answer technical accounting inquiries from the external audit firm. We act as management’s extension to resolve technical accounting positions efficiently.
We assist the newly public operating company in establishing internal control frameworks (COSO) and adjusting its month-end and quarter-end close processes to meet accelerated public company reporting deadlines.
No. Corviniti is an advisory-only firm. Regulatory independence rules set by the SEC, PCAOB, and AICPA prohibit an accounting firm from auditing its own work or acting as part of management. To avoid any independence conflicts and remain management’s advocate, we do not issue independent audit opinions.
Yes. We regularly work with Foreign Private Issuers (FPIs) and foreign target companies merging with US-listed SPACs. We handle the financial reporting requirements unique to cross-border transactions, including preparing financial statements under IFRS, managing complex IFRS-to-US GAAP reconciliations if required by the SEC, and drafting Form F-1 or Form F-4 registration statements.
Corviniti provides accounting and financial reporting support across various core sectors: financial and capital markets, technology and innovation, life sciences and consumer markets, industrial and infrastructure, and business services. Within financial markets, we assist venture capital and private equity firms, publicly-traded companies, SPACs, and entities navigating an M&A deal. Our technology and innovation practice covers SaaS, artificial intelligence, digital assets and cryptocurrency, fintech, and digital advertising. In consumer and life sciences markets, we support biotechnology, regulated cannabis, food and beverage, consumer goods, and e-commerce platforms. Additionally, we provide support to industrial sectors including manufacturing, distribution, mining, metals, telecommunications, and real estate, as well as professional staffing and corporate service firms.
We follow a direct, four-step onboarding process:
- Discovery & Scoping: We review your target filing timeline, current financial setup, and technical needs during an initial consultation.
- Statement of Work: We provide a clear proposal outlining specific deliverables, timelines, and fee structures.
- Secure Access Setup: We establish an encrypted data room to protect your data and secure read-only access to your general ledger and historical files.
- Kickoff: We hold a brief alignment meeting, introduce your dedicated team, and immediately take ownership of the project timeline.
In most cases, we can mobilize and begin work within a few business days of finalizing our agreement, scaling our timeline to match your target filing dates and transaction urgency.