Representing issuers and working with sponsors of special purpose acquisition companies (SPACs) to handle all of their accounting needs.
Our professionals at Caroprese are laser focused on the technical details and take pride in our “work hard” mentality. We’ve earned a reputation of effectively serving SPAC sponsors when it matters most.
On a more recent deal, Caroprese assisted a Sponsor group with outsourced accounting services, which included creating and maintaining a QuickBooks general ledger, preparing required financial statements as well as other relevant financial information for the Form S-1, technical accounting memos, and audit support while working collaboratively with the external auditor. When the SEC issued new statements and positions on accounting guidance, which put the Sponsor group’s timeline for the IPO at risk, Caroprese worked tirelessly to address the new technical accounting issues and assist the Sponsor group to file the Form S-1 timely and exceeded the client’s expectations.
Description of Services Offered
Outsource Accounting and Bookkeeping
- Manage and maintain QuickBooks general ledger detail for the SPAC and sponsor entity from inception of the SPAC through the business combination.
Preparation of Required SEC Filings
- Preparation of financial statements and required financial disclosures for the S-1 offering materials including dilution table, use of proceeds and capitalization table.
- Assist with the preparation of financial statements and required financial disclosures for Forms 10-Q and 10-K.
Financial Statement Audit Assistance
- Serve as primary liaison for the audit firm to project manage the audit and review engagements, provide auditors with necessary backup and support and resolve all open items and questions.
Technical Accounting Analysis and Adoption
- Perform technical accounting analysis and prepare required accounting technical memos to support management’s financial statements, including evaluation of warrant agreements, equity, and stock-based compensation.
Preparation of Annual Income Tax Filings Form 1120 and Forms 1099
- Our dedicated income tax compliance practice can prepare all required income tax filings including Form 1120 and annual Forms 1099 for both the SPAC and Sponsor.
De-SPAC Assistance and Target Public Company Readiness
- Assistance with S-4 proforma financial statements and assisting target companies with accounting policies and best practices for PCAOB audit readiness.
CONTACTING CAROPRESE & COMPANY
This publication is provided by Caroprese & Company as a service to its clients and colleagues. The information and content included in this publication should not be construed as technical advice. Questions regarding any matters discussed in this publication should be directed to Brandon Caroprese whose contact information is listed below:
Brandon Caroprese, CPA, MST