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Cracking the code | Building winning deal stories

Leverage the right market Insights to create transaction opportunity

Market commentry

As Uncertainty Mounts, Deal Activity Lessens

A convergence of unknowns continues to impact deal activity, with no clear end yet in sight. Geopolitical tensions, recession fears and monetary-policy concerns have pushed traditional IPO activity to its lowest levels in nearly 20 years. The SPAC M&A market, already subdued in the face of a stream of SEC rulings, declined slightly from the previous quarter in activity levels, but still shows a rise in withdrawals, cancellations and redemption rates. As the Federal Reserve raises interest rates to battle inflation, seasoned market professionals are watching closely for signs of a US economic contraction.

Source: KPMG, see below

Regulatory Drivers

  • Continued amendments to proposed SEC 140a rules regarding SPAC projections, disclosures and underwriters.
  • Proposed rules have elicited comments and requests for 140a scope clarifications.
  • Stakeholder groups have expressed concern that the new rules could discourage SPAC activity.

Source: KPMG, see below

You have to align financial reporting with your equity story. That’s how you cut through market noise. The insights are in the accounting, if you know where to look.

Isaac Freites

Director, Accounting Advisory Services

Signals intelligence:

Reading the capital markets for IPO and SPAC timing

While every company’s mix of deal-valuation drivers is unique, some market indicators are broadly relevant. Below, a selection of market indicators, updated quarterly.

Source (for all chart content and commentary): KPMG, see below

MARKET VOLATILITY AND TRADITIONAL IPOS

Historically, deal activity – both volume and proceeds – tends to correlate inversely with volatility (VIX)

Volume vs Volatility

Monthly IPO Volume (Traditional & SPACs) vs. average quarterly VIX

After reaching an all-time high in 2021, traditional IP0 volume witnessed a steep fall in YTD 2022. Q3’22 saw just 34 IPOs recorded, a 67.6% decrease from 3Q’21.

IPO activity remained largely flat from Q2’22 to Q3’22, in both numbers and gross proceeds, because of uncertainty induced by geopolitical tensions, the specter of US recession, and continued interest rate hikes.

ACTIVITY BY SECTOR

SPAC activity, by volume, proceeds and sector

SPAC M&A remains slow, due to rising inflation, macroeconomic uncertainty, and adverse political developments.

US SPAC M&A Activity

SPAC M&A volume and value (US$ bn) (2017-Q3'22)

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  • Q3'22 saw a slight decrease in the SPACs M&As as compared to Q2'22, however, considering highs of Q1'21 (83 M&As), the quarter registered only 44 deals despite abundant presence of target-seeking SPACs.
  • The slowdown in M&A volume is due to poor performance of De-SPAC companies, rising inflation, macroeconomic uncertainty and adverse political environment

SPAC M&A volume by sector (2017-Q3’22)

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  • TMT still remains the most dominant sector in which SPACs have underwent an M&A. ~28% of the total deals (during 2017-Q3'22) happened in TMT sector, out of which 76% belonged to the technology sector alone.
  • IM also accounted for 25% of total deals in the period, with diversified industrials sub sector being the most sought after sector.

 

Investors look at a handful of valuation drivers. Do you know yours?

In the competition for investors and capital, investment narratives matter. They cut through the deluge of data and analysis, and help companies sift real windows of opportunity from market noise. The most compelling deal stories come from insights about a company’s unique mix valuation drivers. Sector. Markets. Customers. Portfolio mix. Capital structure.

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Meet our team

Image of Shari Mager
Shari Mager
Partner, U.S. National Leader, Capital Markets Readiness, KPMG US
Image of Isaac Freitas
Isaac Freitas
Director, Accounting Advisory Services, KPMG US

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