EPISODE · Mar 23, 2026 · 13 MIN
What Most Sponsors Get Wrong Before They Ever Find a Target — Bob Brown & Ari Brown
from The SPAC Podcast: Special Purpose Acquisition Company · host Joshua Wilson
ClearThink Capital structured their SPAC IPO with closing fees under $2 million — at a time when most sponsors are paying $10 to $15 million. Bob Brown helped write the SEC rules that govern SPACs back in 1991. Here's what he and Ari built differently.Robert "Bob" Brown and Ari Brown, Managing Directors of ClearThink Capital, join Michael Blankenship on The SPAC Podcast to break down what separates a well-structured blank check company from one that's already compromised before a target is ever found. Bob brings over three decades of securities and M&A law experience — including working on the very first SPAC in 1991 and helping the SEC write the rules that govern the structure today. Together, Bob and Ari walk through how ClearThink designed their own SPAC IPO to minimize sponsor-side closing costs, why "deal dementia" quietly kills more transactions than bad targets do, what private companies consistently get wrong when preparing for a de-SPAC, and how the current SEC environment and new administration are reshaping cross-border SPAC deal flow.🎯 What We Cover:How ClearThink structured their SPAC to keep closing fees under $2M vs. the $10–15M industry normWhy sponsors must differentiate on deal quality — not just sector focusThe "deal dementia" trap: how sponsors drift from sound valuation discipline over timeWhat private companies consistently miss in audit readiness and PCAOB compliance before a de-SPACCross-border de-SPAC complexity: double dummy structures, multi-jurisdiction regulatory regimesNASDAQ vs. NYSE: what the data actually shows vs. sponsor perceptionThe S-1 review delay caused by the government shutdown — and how to plan around process riskWhy cadence and timeline discipline matter more than most first-time sponsors expect🤝 Connect with Bob Brown & Ari Brown: 🌐 https://www.clearthinkcapital.com📩 Connect with Michael Blankenship: 💼 https://www.linkedin.com/in/mikeblankenship/ 🌐 https://www.thespacpodcast.com/📩 Connect with Joshua Wilson: 💼 https://www.linkedin.com/in/joshuabrucewilson/ 🌐 https://www.thespacpodcast.com/🎙️ Follow The SPAC Podcast: 🌐 https://www.thespacpodcast.com/ ▶️ https://www.youtube.com/@thespacpodcastDisclaimer: Michael J. Blankenship is a licensed attorney and partner at Winston & Strawn LLP. Joshua Wilson is a licensed Florida real estate broker and holds FINRA Series 79 and Series 63 licensure. The content of this podcast is for informational and educational purposes only and should not be considered legal, financial, or compliance advice. All views and opinions expressed by the hosts and guests are their own and do not necessarily reflect the policies or positions of any regulatory agency, law firm, organization, or employer. Listeners should consult their own legal counsel, compliance teams, or financial advisors to ensure adherence to applicable regulations, including SEC, FINRA, and other industry-specific requirements. This podcast does not constitute a solicitation or recommendation for any financial products or services. Let's Connect on LinkedIn: https://www.linkedin.com/in/mikeblankenship/ https://www.linkedin.com/in/joshuabrucewilson/ To Contact Us, Please Visit: https://www.TheSPACPodcast.com/contact/
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What Most Sponsors Get Wrong Before They Ever Find a Target — Bob Brown & Ari Brown
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