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Posted on November 19, 2025 by Dr. David Edward Marcinko MBA MEd CMP™
By Dr. David Edward Marcinko MBA MEd
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A Special Purpose Acquisition Company (SPAC) is a corporate entity created solely to raise capital through an initial public offering (IPO) with the intention of merging with or acquiring an existing private company. Unlike traditional firms, SPACs have no commercial operations at the time of their IPO. They exist as shell companies, holding investor funds in trust until a suitable target is identified. This unique structure has earned them the nickname “blank check companies.”
How SPACs Work
The lifecycle of a SPAC typically unfolds in three stages:
Formation and IPO: Sponsors—often experienced investors or industry executives—form the SPAC and take it public, raising funds from investors.
Target Search: The SPAC has a limited time frame, usually 18–24 months, to identify and negotiate with a private company to merge with.
De-SPAC Transaction: Once a merger is completed, the private company effectively becomes public, bypassing the traditional IPO process.
This process allows private firms to access public markets more quickly and with fewer regulatory hurdles compared to conventional IPOs.
Advantages of SPACs
SPACs gained traction because they offered several benefits:
Speed and Certainty: Traditional IPOs can be lengthy and uncertain, while SPACs provide a faster route to public markets.
Flexibility in Valuation: Unlike IPOs, SPACs can negotiate valuations directly with target companies.
Access to Expertise: Sponsors often bring industry knowledge and networks that can help the acquired company grow.
Investor Opportunity: Investors can participate early, with the option to redeem shares if they dislike the proposed merger.
Risks and Criticisms
Despite their appeal, SPACs are not without controversy:
Sponsor Incentives: Sponsors typically receive a significant stake (often 20%) at a low cost, which can misalign their interests with ordinary investors.
Uncertain Targets: Investors commit funds without knowing which company will be acquired, creating risk.
Performance Concerns: Studies show that many SPACs underperform after completing mergers, with share prices often declining.
Regulatory Scrutiny: Authorities have warned investors to carefully evaluate SPACs, especially regarding projections of future performance, which are less restricted than in IPOs.
Historical Context and Trends
SPACs first appeared in the 1990s but remained niche until the early 2020s, when they experienced a boom. In 2020 and 2021, hundreds of SPAC IPOs raised billions of dollars, fueled by market liquidity and investor enthusiasm. High-profile deals, such as DraftKings and Virgin Galactic, brought attention to the model. However, by the mid-2020s, enthusiasm cooled due to poor post-merger performance and tighter regulations.
Conclusion
SPACs represent a fascinating innovation in financial markets, offering an alternative to traditional IPOs. Their advantages in speed, flexibility, and access to capital made them attractive during periods of market optimism. Yet, their risks—misaligned incentives, uncertain outcomes, and regulatory challenges—have tempered investor enthusiasm. While SPACs are unlikely to disappear entirely, their future will depend on whether they can evolve into a more transparent and sustainable mechanism for taking companies public.
SPEAKING: Dr. Marcinko will be speaking and lecturing, signing and opining, teaching and preaching, storming and performing at many locations throughout the USA this year! His tour of witty and serious pontifications may be scheduled on a planned or ad-hoc basis; for public or private meetings and gatherings; formally, informally, or over lunch or dinner. All medical societies, financial advisory firms or Broker-Dealers are encouraged to submit an RFP for speaking engagements: CONTACT: Ann Miller RN MHA at MarcinkoAdvisors@outlook.com -OR-http://www.MarcinkoAssociates.com
FIVE INVESTING MISTAKES OF DOCTORS; PLUS 1 VITAL TIP
As a former US Securities and Exchange Commission [SEC] Registered Investment Advisor [RIA] and business school professor of economics and finance, I’ve seen many mistakes that doctors must be aware of, and most importantly, avoid. So, here are the top 5 investing mistakes along with suggested guideline solutions.
Mistake 1: Failing to Diversify Investment but Beware Di-Worsification
A single investment may become a large portion of your portfolio as a result of solid returns lulling you into a false sense of security. The Magnificent Seven stocks are a current example:
Apple, up +5,064%% since 1/18/2008
Amazon, up +30,328% since 9/6/2002
Alphabet, up +1,200% since 7/20/2012
Tesla, up +21,713% since 11/16/2012
Meta, up +684% since 2/20/2015
Microsoft, up +22% since 12/21/2023
Nvidia, up +80,797% since 4/15/2005
Guideline: The Magnificent Seven [7] has grown from 9% of the S&P 500 at the end of 2013 to 31% at the end of 2024! That means even if you don’t own them, you’re still very exposed if you have an Index Fund [IF] or Exchange Traded Fund [ETF] that tracks the market. Accordingly, diversification is the only free lunch in investing which can reduce portfolio risk. But, remember the Wall Street insider aphorism that states: “Di-Versification Means Always Having to Say Your Sorry.”
The term “Di-Worsification” was coined by legendary investor Peter Lynch in his book, One Up On Wall Street to refer to over-diversifying an investment portfolio in such a way that it reduces your overall risk-return characteristics. In other words, the potential return rises with an increase in risk and invested money can render higher profits only if willing to accept a higher possibility of losses [1].
A podiatrist can easily fall into the trap of chasing securities or mutual funds showing the highest return. It is almost an article of faith that they should only purchase mutual funds sporting the best recent performance. But in fact, it may actually pay to shun mutual funds with strong recent performance. Unfortunately, many struggle to appreciate the benefits of their investment strategy because in jaunty markets, people tend to run after strong performance and purchase last year’s winners.
Similarly, in a market downturn, investors tend to move to lower-risk investment options, which can lead to missed opportunities during subsequent market recoveries. The extent of underperformance by individual investors has often been the most awful during bear markets. Academic studies have consistently shown that the returns achieved by the typical stock or bond fund investors have lagged substantially.
Guideline: Understand chasing performance does not work.Continually monitor your investments and don’t feel the need to invest in the hottest fund or asset category. In fact, it is much better to increase investments in poor performing categories (i.e. buy low). Also keep in remind rebalancing of assets each year is key. If stocks perform poorly and bonds do exceptionally well, then rebalance at the end of the year. In following this strategy, this will force a doctor into buying low and selling high each year.
Often doctors make their investment decisions under the belief that stocks will consistently give them solid double-digit returns. But the stock markets go through extended long-term cycles.
In examining stock market history, there have been 6 secular bull markets (market goes up for an extended period) and 5 secular bear markets (market goes down) since 1900. There have been five distinct secular bull markets in the past 100+ years. Each bull market lasted for an extended period and rewarded investors.
For example, if an investor had started investing in stocks either at the top of the markets in 1966 or 2000, future stock market returns would have been exceptionally below average for the proceeding decade. On the other hand, those investors fortunate enough to start building wealth in 1982 would have enjoyed a near two-decade period of well above average stock market returns. They key element to remember is that future historical returns in stocks are not guaranteed. If stock market returns are poor, one must consider that he or she will have to accept lower projected returns and ultimately save more money to make up for the shortfall. For example,
The May 6th, 2010, flash crash, also known as the crash of 2:45, was a United States trillion-dollar stock market plunge which started at 2:32 pm EST and lasted for approximately 36 minutes.
And, investors who have embraced the “buy the dip” strategy in 2025 have been handsomely rewarded, with the S&P 500 delivering its strongest post-pull back returns in over three decades.
According to research from Bespoke Investment Group, the S&P 500 has gained an average of 0.36% in the trading session following a down day so far in 2025. The only year with a comparable performance was 2020, which saw a 0.32% average post-dip gain [2].
The most recent example came on May 27, 2025 when the S&P 500 surged more than 2% after falling 0.7% in the final session before the holiday weekend. The rally was sparked by President Trump’s decision to scale back huge previously threatened tariffs on EU —a recurring catalyst behind many of 2025’s rebound.
Guideline: Beware of projecting forward historical returns. Doctors should realize that the stock markets are inherently volatile and that, while it is easy to rely on past historical averages, there are long periods of time where returns and risk deviate meaningfully from historical averages.
Some doctors believe they are “smarter than the market” and can time when to jump in and buy stocks or sell everything and go to cash. Wouldn’t it be nice to have the clairvoyance to be out of stocks on the market’s worst days and in on the best days?
Using the S&P 500 Index, our agile imaginary doctor-investor managed to steer clear of the worst market day each year from January 1st, 1992 to March 31st, 2012. The outcome: s/he compiled a 12.42% annualized return (including reinvestment of dividends and capital gains) during the 20+ years, sufficient to compound a $10,000 investment into $107,100.
But what about another unfortunate doctor-investor that had the mistiming to be out of the market on the best day of each year. This ill-fated investor’s portfolio returned only 4.31% annualized from January 1992 – March 2012, increasing the $10,000 portfolio value to just $23,500 during the 20 years. The design of timing markets may sound easy, but for most all investors it is a losing strategy.
More contemporaneously on December 18th 2024, the DJIA plummeted 2.5%, while the S&P 500 declined 3% and the NASDAQ tumbled 3.5%
Guideline: If it looks too good to be true, it probably is. While jumping into the market at its low and selling right at the high is appealing in theory, we should recognize the difficulties and potential opportunity and trading costs associated with trying to time the stock market in practice. In general, colleagues are be best served by matching their investment with their time horizon and looking past the peaks / valleys along the way.
Mistake 5: Failing to Recognize the Impact of Fees and Expenses
A free dinner seminar or a polished stock-broker sales pitch may hide the total underlying costs of an investment. So, fees absolutely matter.
The first costing step is determining what the fees actually are. In a mutual fund, these costs are found in the company’s obligatory “Fund Facts”. This manuscript clearly outlines all the fees paid–including up front fees (commissions and loads), deferred sales charges and any switching fees. Fund management expense ratios are also part of the overall cost. Trading costs within the fund can also impact performance.
Here is a list of the traditional mutual fund fees:
Front End Load: The commission charged to purchase a fund through a stock broker or financial advisor. The commission reduces the amount you have available to invest. Thus, if you start with $100,000 to invest, and the advisor charges up to an 8 percent front end load, you end up actually investing $92,000.
Deferred Sales Charge (DSC) or Back End Load: Imposed if you sell your position in the mutual fund within a pre-specified period of time (normally one – five years). It is initiated at a higher start percentage (i.e. as high as 10 percent) and declines over a specific period of time.
Operating Fees: Costs of the mutual fund including the management fee rewarded to the manager for investment services. It also includes legal, custodial, auditing and marketing fees.
Annual Administration Fee: Many mutual fund companies also charge a fee just for administering the account – usually under $100-150 per year.
Guideline: Know and understand all fees.
For example: A 1 percent disparity in fees may not seem like much but it makes a considerable impact over a long time period.
Consider a $100,000 portfolio that earns 8 percent before fees, grows to $320,714 after 20 years if the investor pays a 2 percent operating fee. In comparison, if s/he opted for a fund that charged a more reasonable 1 percent fee, after 20 years, the portfolio grows to be $386,968 – a divergence of over $66,000!
This is the value of passive or index investing. In the case of an index fund, fees are generally under 0.5 percent, thus offering even more savings over a long period of time.
One Vital Tip: Investing Time is on Your Side
Despite thousands of TV shows, podcasts, textbooks, opinions and university studies on investing, it really only has three simple components. Amount invested, rate of return and time. By far, the most important item is time! For example:
Nvidia: if you invested $1,000 in 2009, you’d have $338,103 today.
Apple: if you invested $1,000 in 2008, you’d have $48,005 today.
Netflix: if you invested $1,000 in 2004, you’d have $495,679 today.
Unfortunately, this list of investing mistakes is still being made by many doctors. Fortunately, by recognizing and acting to mitigate them, your results may be more financially fruitful and mentally quieting.
REFERENCES:
1. Lynch, Peter: One Up on Wall Street [How to Use What You Already Know to Make Money in the Market]: Simon and Shuster (2nd edition) New York, 2000.
1. Marcinko, DE; Comprehensive Financial Planning Strategies for Doctors and Advisors [Best Practices from Leading Consultants and Certified Medical Planners™] Productivity Press, New York, 2017.
2. Marcinko, DE: Dictionary of Health Economics and Finance. Springer Publishing Company, New York, 2006.
3. Marcinko, DE; Risk Management, Liability Insurance, and Asset Protection Strategies for Doctors and Advisors [Best Practices from Leading Consultants and Certified Medical Planners™] CRC Press, New York, 2015.
BIO: As a former university Professor and Endowed Department Chair in Austrian Economics, Finance and Entrepreneurship, the author was a NYSE Registered Investment Advisor and Certified Financial Planner for a decade. Later, he was a private equity and wealth manager
SPEAKING: Dr. Marcinko will be speaking and lecturing, signing and opining, teaching and preaching, storming and performing at many locations throughout the USA this year! His tour of witty and serious pontifications may be scheduled on a planned or ad-hoc basis; for public or private meetings and gatherings; formally, informally, or over lunch or dinner. All medical societies, financial advisory firms or Broker-Dealers are encouraged to submit an RFP for speaking engagements: CONTACT: Ann Miller RN MHA at MarcinkoAdvisors@outlook.com -OR-http://www.MarcinkoAssociates.com
Its purpose is to isolate the parent company from any potential credit or financial risk that may arise from the SPV and is often used to pursue riskier projects, securitize debt, or transfer assets. Since an SPV is separate from the parent company, it isn’t affected by the parent’s performance, and the parent isn’t typically affected by the performance of the SPV. If the parent goes bankrupt and is no longer in existence, the SPV can carry on.
This makes an SPV bankruptcy remote. This also means that the parent company is unaffected by the loss if the SPV fails.
Posted on July 26, 2024 by Dr. David Edward Marcinko MBA MEd CMP™
What’s the difference between an IPO, a special purpose acquisition company (SPAC), and a direct listing?
[By staff reporters]
IPOs are a 6–12 month journey where a company works with investment banks and underwriters, who buy a bunch of shares and then sell them to investors in the public market during the actual IPO. Early investors are able to liquidate their shares, and the company raises new funds.
Direct listings skip the underwriting hullabaloo. But without that stability guarantee, direct listings can result in a more volatile opening. Some companies, like Coinbase, find that it’s worth it to keep their hard-earned money out of bankers’ hands.
SPACs, aka “blank-check companies,” offer yet another alternative path to public markets. A SPAC is a shell company that raises money through the traditional IPO process, then merges with a private company and takes it public.
Posted on March 26, 2024 by Dr. David Edward Marcinko MBA MEd CMP™
By Staff Reporters
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Markets: The stock market kicked off its short trading week down as some investors questioned the enthusiasm around the Fed’s recent assurances that it’s still planning three rate cuts this year.
But Digital World Acquisition Corporation roared as the shell company that’s merging with Donald Trump’s Truth Social and will begin trading under its new ticker, DJT, today.
Digital World Acquisition Corp. (Nasdaq: DWAC) is a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.
Posted on February 21, 2024 by Dr. David Edward Marcinko MBA MEd CMP™
By Staff Reporters
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2023 was a bad year for SPACs. 2024 may be even tougher, if the SEC has anything to say about it. Last week, the agency approved rules intended to increase investor protections around SPACs and bring their treatment more in line with that of traditional IPOs.
Special purpose acquisition companies, or SPACs, are companies that go public through IPOs with the intent of merging with or acquiring private companies, known as target companies. The target companies can then be publicly listed without having to go through an IPO. SPACs, which allow companies to go public more quickly than ordinary IPOs, became popular in 2020 and 2021. But the “SPAC boom” ended in 2022 as the market worsened, and the SEC first proposed the tighter regulations it just released. In 2023, only 31 SPACs went public, compared with 613 in 2021.
SEC Chair Gary Gensler, a longtime critic of SPACs, hailed the new regulations as a means of safeguarding investors.
“Just because a company uses an alternative method to go public does not mean that its investors are any less deserving of time-tested investor protections,” he said in a statement.
Posted on February 16, 2024 by Dr. David Edward Marcinko MBA MEd CMP™
By Staff Reporters
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The U.S. Securities and Exchange Commission allowed Donald Trump’s media and technology company to merge with a blank-check acquisition [SPAC] vehicle in a deal that currently values the parent of his social media app Truth Social at as much as $10 billion.
The S&P 500 index rose 29.11 points (0.6%) to 5,029.73; the Dow Jones Industrial Average® (DJI) gained 348.85 points (0.9%) to 38,773.12; the NASDAQ Composite® (COMP) added 47.03 points (0.3%) to 15,906.17.
The 10-year Treasury note yield (TNX) fell more than 2 basis points to 4.242%.
The CBOE Volatility Index® (VIX) lost 0.37 to 14.01.
Bank shares were among the market’s strongest performers with an assist from Wells Fargo (WFC), whose shares jumped more than 7% following reports a bank industry regulator had ended a penalty it imposed after a fake accounts scandal.
Energy companies also posted outsized gains behind a rebound in crude oil prices. Also, small-cap shares extended a sharp upswing as the Russell 2000® Index (RUT) gained 2.5% and ended at its highest level since late December.
As we reported, the S&P 500 had its best day of the year on Friday as stocks kept their November rally rolling right into December. Pfizer, however, fell to its lowest since March 2020 after announcing that it’s pulling the plug on its experimental twice-a-day weight loss pill because it caused too many negative side effects even as pharmaceutical companies are rushing to serve the growing weight loss market.
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And, Panera Breadfiled IPO paperwork, the Financial Times reported. And it’s not the only household name that’s anticipated to hit brokerage apps next year as more companies are once again considering going public. The past two years have been an IPO stale mate as rising interest rates led to a tepid market for newcomers. Last year, Panera itself aborted a public listing it was planning via a special purpose acquisition company [SPAC] due to harsh market conditions.
But, things might be different in 2024. Fast-fashion behemoth Shein also recently filed paperwork for what could be a blockbuster IPO that raises as much as $90 billion, per Bloomberg. The publication says that more companies are rumored to be thinking about joining the potential IPO bonanza. For example:
Kim Kardashian might list her $4 billion undergarment brand, Skims.
Reddit is supposedly flirting with the idea of going public. It would be the first major social media IPO in years, and it’s been in the offing since last year, when Reddit was valued at $15 billion.
However, all IPOs have not done well:
The Birkenstock and Instacart IPOs fell short of expectations according to investment data from Dealogic
Three out of four companies that IPOed this year were trading below their offer prices as of the middle of last month.
Companies debuting on the public markets raised a meager $20 billion so far this year, a slight rebound from 2022 but a ~90% decline from 2021.
Posted on November 7, 2023 by Dr. David Edward Marcinko MBA MEd CMP™
WeWork = Did Not Work!
By Staff Reporters
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WeWork, the coworking company just filed for Chapter 11 bankruptcy protection in New Jersey after years of struggles that began with a failed IPO in 2019. It aborted the IPO after investors got a look at its finances and just how much power WeWork’s eccentric founder Adam Neumann possessed.
In 2019, the company was valued at $47 billion, but it has since fallen steadily, and this year, its stock has plunged by 98%, giving it a ~$45 million value as of last week.
Posted on June 30, 2023 by Dr. David Edward Marcinko MBA MEd CMP™
By Staff Reporters
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Three charged with insider trading related to Trump’s SPAC deal
The DOJ arrested three Florida investors, alleging they made more than $22 million in illegal profits through trading stock in the SPAC that took former President Trump’s social media company public.
The men are accused of trading shares in Digital World Acquisition Corporation based on nonpublic knowledge and making bank in October 2021 when news it planned to acquire Truth Social made its stock soar. Neither the former president nor his family members are implicated.
Posted on January 15, 2023 by Dr. David Edward Marcinko MBA MEd CMP™
By Staff Reporters
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A judge just ruled that a group of laid-off Twitter employees suing the business over their severance compensation, have to pursue their claims individually rather than as part of a class action, according to a Bloomberg report. About 500 of the roughly 3,700 Twitter employees Elon Musk laid off since taking control of the company last year have already filed individual arbitration claims, according to Shannon Liss-Riordan, the lawyer who filed those claims on the workers’ behalf.
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SPAC SEEKING SPAC: Money-losing companies that recently went public via SPAC are combining with other SPACs to secure more funding and stay afloat. The ultimate goal is one giant SPAC?
The popularity of special purpose acquisition companies (SPACs) has been soaring in recent years. There are 35 times as many SPACs operating in 2020 as in 2010, and these companies seem poised for greater exponential growth in the future.
While many experts are predicting a continued, rapid increase in SPACs, this article will also examine the factors that could possibly slow SPAC growth and diminish their future prospects. SPACs span several market areas, including biotechnology and healthcare; this article will review SPAC trends generally as well as healthcare SPACs in particular. (Read more…)
Posted on June 1, 2022 by Dr. David Edward Marcinko MBA MEd CMP™
By Staff Reporters
So far this year, Alphabet (NASDAQ: GOOG) (NASDAQ: GOOGL), Amazon (NASDAQ: AMZN), and Tesla (NASDAQ: TSLA) have announced plans for splitting their stocks.
And, the FOMC’s $9 trillion portfolio is about to be reduced in a process intended to supplement rate hikes and buttress the central bank’s fight against inflation. “Quantitative tightening” is the opposite of “quantitative easing”. It’s basically a way to reduce the money supply floating around in the economy and helps to augment rate hikes in a predictable manner — though, by how much remains unclear.
Finally, the market for public listings [IPOs] has essentially stalled. No companies, including SPACs, went public in the US last week for the first time in two years, according to Renaissance Capital.
Posted on April 21, 2022 by Dr. David Edward Marcinko MBA MEd CMP™
By Staff Reporters
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DEFINITION: A blank check company is a development stage company that has no specific business plan or purpose or has indicated its business plan is to engage in a merger or acquisition with an unidentified company or companies, other entity, or person.
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