SPAC 합병대상 기업 가치평가 방안 및 정보효과에 관한 연구

Abstract

With many mergers of firms in recent years before listing by the special purpose acquisition companies or SPACs, there have been increasing concerns regarding the merge ratio between the merging firm and the merged and the overvaluation of the merged firm in the market by outside investors. In this regard, this study investigates in depth various factors of the merged SPAC firm including selection of valuation methods, valuation of earnings, assets and allocative weights of the values between earnings and assets. It further studies the effects of such information around announcements regarding SPAC acquisition process, including those dates such as the resolution date by the board of directors, the date of approval regarding the prospectus, the general assembly date and the date of listing on the stock exchanges. Our results are summarized as follows. First, the value of earnings of SPAC firms merged are valued 8.56 times on average as much as that of their assets. Second, the weights of earnings of SPAC firms merged are valued 3.84 times on average as much as that of their assets, a lot higher than that of 1.5 times on average, which was reported before the revision of the Capital Markets Act. Third, the analysis of the information effect regarding each event date of the SPAC merger shows a significant abnormal return of 1.14% on the resolution date by the board of directors, 21.67% on the first date of transaction after closing for screening of the prospectus of the SPAC firm, 1.39% one date before the general assembly of shareholders, and -5.69% on the date of listing of the new shares in abnormal returns, all statistically significant respectively. Fourth, the analysis of each disclosure date related to the merger shows a very high level of holding period returns (HPRs) and holding period abnormal returns (HPARs), 27.4% and 42.5% respectively, during the period between the resolution by the board of directors and the general assembly of shareholders. We can infer that investors could have significant short-term earnings by selling the newly issued shares by purchasing them on the date of resolution by the board of directors and by selling them on the latter date. Fifth, regarding, the analysis regarding the main variables in concern related to the SPAC merger shows a significant abnormal return on each disclosure date. We have found that there is a nonlinear relationship of the U-shaped or inverse U-shaped rather than linear relationship between the main explanatory variables and the holding period abnormal returns. Based on the results of this study, we can infer that a more reasonable valuation method should be adopted and a more precise valuation of the SPAC firm merged is required.