Tuesday, June 23, 2020

Bill Ackman’s Pershing Square Files for Largest-Ever Blind Pool, $3 Billion

Years ago I was asked about the legendary promotion spawned by the South Sea Bubble, “For carrying-on an undertaking of great advantage but no-one to know what it is”, I was asked if it was true and despite talking to archivists and curators who should know what's what, found no contemporaneous documentation. The earliest reference is early-on in MacKay's "Popular Delusions and the Madness of Crowds" (pp. 39 of 499) 1841, 120 years after the purported event, but he gives no source.

Regarding the headline I should probably apologize to Mr. Ackman, the term "blind pool" having gone out of favor, being replaced by SPAC.

From :

Bill Ackman's Pershing Square Tontine Holdings files for a $3 billion IPO in largest SPAC ever
Pershing Square Tontine Holdings, a blank check company formed by Bill Ackman of Pershing Square targeting "Mature Unicorns," filed on Monday with the SEC to raise up to $3 billion in an initial public offering, which would make it the largest SPAC ever.

The New York, NY-based company plans to raise $3.0 billion by offering 150 million units at $20. Each unit consists of one share of common stock and one-ninth of a redeemable warrant, exercisable at $23; common shares also have a right to receive two-ninths of a warrant provided that they are not redeemed in connection with a proposed business combination. At the proposed deal size, Pershing Square Tontine Holdings would command a market value of $3.0 billion, as the structure does not have the typical 20% founder shares ("sponsor promote").

Sponsor Pershing Square has committed to a forward purchase agreement in which it will buy $1.0 billion worth of units at $20 per unit upon the closing of an acquisition; these units will consist of one share of common stock and one-third of a warrant. Pershing Square may elect to purchase an additional $2.0 billion worth of units under the same terms.

As a result of the IPO and committed purchase agreement, the SPAC expects to have a minimum of up to about $4.0 billion in equity capital, subject to standard share redemptions, and as much as $6.45 billion including the additional $2.0 billion in forward purchase units and up to $450 million under the underwriter overallotment. If the SPAC's cash consideration represents 15% of the value of its acquisition target, Pershing Square Tontine Holdings could acquire a unicorn worth roughly $25 billion to $45 billion, which is higher than the private valuation of the largest US unicorns....

On the other hand there are a few prospectuses (prospectii?) for various issues of the South Sea Company that trade from time to time.