SPAC & Reverse Takeover Advisory Services | KPMG UK

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SPAC & RTO Opportunities
Why KMPG
FAQs

For leadership teams, entering the public markets doesn’t always mean a traditional IPO. SPACs (Special Purpose Acquisition Companies) and reverse takeovers (RTOs) can offer alternative routes to liquidity, capital raising, and market visibility. These options often provide faster execution, greater flexibility, or access to specific investor bases, but they also require careful evaluation to align with your company’s strategic goals.

Our SPAC and RTO advisory services help boards and executives make informed decisions, manage risk, and navigate complex transactions with confidence.

Svetlana Marriott

Svetlana Marriott

Head of UK Capital Markets Advisory Group

KPMG in the UK

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Guiding executives through SPACs and reverse takeovers

Boards and senior teams often focus on:

Speed vs preparedness

SPACs can offer faster market entry, but thorough preparation ensures the deal doesn’t compromise valuation or governance standards.
Valuation clarity

Accurate assessments of fair value for both your business and the SPAC/RTO/target entity are critical to investor confidence.
Governance and reporting

New shareholder bases and regulatory obligations demand robust structures, supported by our tax governance advisory services and reporting expertise.
Shareholder approval and regulatory compliance

For Class 1 transactions, leadership must manage the board approval process, communicate effectively with shareholders, and satisfy Takeover Code requirements.
Investor communication

Crafting a compelling narrative that integrates SPACs, RTOs, or Class 1 transactions with your long-term growth story.

Connecting SPAC & RTO opportunities with your long-term strategy

Choosing a SPAC or reverse takeover is a significant strategic decision. Our role is to position these alternatives within the capital markets journey, so leadership teams can compare options and move forward with confidence.

We evaluate whether a SPAC, RTO, Class 1 transaction, or traditional IPO readiness programme best supports your business objectives. Leadership receives detailed analysis of timing, valuation implications, and investor dynamics to support board decisions.

For SPACs, RTOs, or Class 1 transactions, finding the right partner or acquisition target is critical. We conduct rigorous financial, operational, and legal due diligence, presenting executives with actionable insights to minimise risk. This builds on our wider transaction assurance and integration expertise, ensuring every step is grounded in data-driven analysis.

We guide leadership through deal structuring, term negotiations, and regulatory considerations, ensuring boards understand trade-offs and strategic outcomes before final commitments.

Our SPAC/RTO advisory is not a standalone service. We embed it within equity capital raising and placement strategies and ongoing post-IPO governance and investor relations support, creating continuity across your capital markets journey.

By combining strategic advice with hands-on execution support, we help executives approach SPACs, RTOs, and Class 1 transactions with confidence, minimising surprises and ensuring alignment with corporate objectives.

Why leadership teams choose KPMG for SPACs, RTOs, and class 1 transactions

Enable strategic choice

We provide clear comparisons between traditional IPOs, SPACs, RTOs, and Class 1 transactions to guide leadership decisions.
Reduce execution risk

By managing due diligence, negotiations, and regulatory steps, we free the executive team to focus on running the business.
Maximise market outcomes

Our approach ensures that alternative listings and Class 1 transactions support valuation, growth, and investor credibility.
Integrate seamlessly with broader capital markets activities

Our SPAC/RTO guidance connects seamlessly with cross-border capital raising and other growth initiatives, ensuring leadership has a consistent roadmap.

Our team works with executives to address these considerations proactively, so the board can focus on strategic decision-making rather than transactional detail.

Taking your SPAC or reverse takeover forward

SPACs, reverse takeovers, and Class 1 transactions can be powerful tools for leadership teams seeking alternative paths to the public markets. With expert guidance on strategy, due diligence, and execution, we help boards navigate these options confidently, reduce risk, and achieve the best possible market outcome.

Frequently asked questions about SPAC & RTO advisory services

How should boards evaluate whether a SPAC, reverse takeover, or traditional IPO is the right path?

We assess strategic objectives, timing, valuation impact, and investor dynamics, giving boards a clear comparison to support data-driven decisions.
What are the main risks in pursuing a SPAC or RTO, and how can they be mitigated?

Risks include misaligned valuation, regulatory scrutiny, and integration challenges. We provide due diligence, structuring, and governance frameworks to minimise exposure.
How do SPACs and RTOs affect long-term investor relations and market perception?

These routes can accelerate listing, but investor confidence depends on governance, disclosure quality, and a credible equity story—linking directly to post-IPO governance and investor relations.
What role should leadership play during negotiations and deal structuring?

Boards and executives define risk appetite, oversee key trade-offs, and ensure terms support strategic outcomes. We manage adviser co-ordination so leadership stays focused on oversight.

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Read enough? Get in touch with our team and find out why organisations across the UK trust us to make the difference.

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