Asia comes late, with hangups, to the SPAC party

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HONG KONG, Jan 13 (Reuters Breakingviews) - Competitors don’t always care who wins, so long as they beat their fiercest rival. Two blank-cheque companies are due to price this week in Singapore’s first such listings read more . The city is besting arch-challenger Hong Kong, whose own regime launched two weeks back. Yet the New York boom that inspired both peaked almost a year ago and neither will match its success in hosting shell companies.

Last year New York hosted the initial public offerings of 612 special-purpose acquisition companies which raised $162 billion, per Dealogic data. Even after the market was shaken by increased regulatory scrutiny of SPAC accounting and companies’ breathlessly optimistic revenue forecasts, about $10 billion was being raised per month by the end of 2021.

Small wonder that Singapore and Hong Kong want to join London and Amsterdam in taking on the Big Apple. This week SPACs backed by Singaporean state investor Temasek and European asset manager Tikehau Capital (TKOO.PA) will raise an expected $125 million and $110 million respectively to seek technology-related merger targets. Hong Kong’s new rules came into effect this month.

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The Asian hubs have set tough rules. SPACs must have a minimum implied market value in their share sales that is at least twice New York’s $50 million floor. In Hong Kong, only professionals can buy shares in such companies and the city requires a private placement of shares with independent investors in any resulting deal, effectively forcing outsiders with skin in the game to endorse the acquisition price. In New York, these placements are common, but not mandated.

Geography will be a stumbling block too. Chinese companies are natural targets for Hong Kong acquirors, but those coming to market must now seek new onshore approvals for overseas listings. Mainland regulators might dislike the fast-track. Meanwhile, Southeast Asia’s hottest startups read more are as likely to want a New York berth after Singapore-based Grab debuted in 2021’s biggest SPAC merger with a valuation of $40 billion read more , even though it’s lost about two-fifths of its value.

Singapore and Hong Kong have written their rules mindful of a history – more extreme in Hong Kong – of questionable companies seeking listed shells to buy in the hope of avoiding the rigour of a full initial public offering. Such caution might price them both out of a SPAC boom, but that’s fine if it prevents any repeat of a poor governance past.

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- Two special-purpose acquisition companies on Jan. 6 launched the first such listings in Singapore under new rules introduced in September. Vertex Technology Acquisition Corporation, backed by Singaporean state investor Temasek, is seeking an expected S$170mln ($125mln) while Pegasus Asia, backed by European asset manager Tikehau Capital is looking for S$150mln. Both say they will seek tech-related merger targets.

- Hong Kong has a similar new regime for SPACs that came into effect on January 1.

- SPACs raise funds without a specific acquisition target in mind and have a set period of time in which to invest the money.

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Editing by Una Galani and Thomas Shum

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