Clean-Energy SPACs Are Flooding the Market

(Bloomberg) --

A different kind of clean-energy vehicle is emerging, and it isn't made by Tesla. At least nine clean-energy companies, most of which have little to no revenue, are planning to go public between now and the end of the year via reverse mergers with “blank-check” financiers, also known as special purpose acquisition companies.

The deals are emerging at a time of increasing scrutiny of SPACs. U.S. Securities and Exchange Commission Chairman Jay Clayton said last week that regulators are examining whether investors are receiving appropriate disclosures from these vehicles about insiders' lucrative pay structures.

His remarks followed a slump in the stock price of electric-vehicle maker Nikola Corp., which was taken public in June by blank-check company VectoIQ. Nikola shares plunged more than 60% in the past three weeks after short seller Hindenburg Research accused the company's founder of overhyping its technology, prompting investigations by the Justice Department and the SEC.

Undaunted, Hyliion Inc., which makes electric propulsion systems for trucks, will start trading Thursday on the New York Stock Exchange, three months after agreeing to a merger transaction with a SPAC named Tortoise Acquisition Corp. Velodyne Lidar Inc., which develops lidar sensors for autonomous vehicles and drones, is set to go public in the next few days, and the other seven companies are scheduled to complete their deals with SPACs before the end of 2020.

In addition to Hyliion and Velodyne, here are the seven other clean-energy companies with SPAC partners: Canoo Holdings and Hennessy Capital Acquisition Corp.; Lordstown Motors Corp. and DiamondPeak Holdings; Fisker Inc. and Apollo Global Management Inc.-backed Spartan Energy Acquisition Corp.; Luminar Technologies Inc. and Gores Metropoulos Inc.; QuantumScape Corp. and Kensington Capital Acquisition Corp.; and Eos Energy Storage LLC and B. Riley Principal Merger Corp. II.

Of these companies, only one has “meaningful commercial revenue,” and that's Velodyne, which had $102 million in the 12-month period ended June 2020, said Shayle Kann, a San Francisco-based managing director at Energy Impact Partners, in an InterChange podcast entitled “The Cleantech SPAC Attack.” Five had no revenue and Hyliion has just $1 million or so this year, Kann said. (Hyliion has said it expects that figure to grow to $2 billion in 2024.)

Given this backdrop, it's perhaps surprising that the average clean-energy SPAC has an anticipated enterprise value—a measure of a company's potential takeover value—of $1.8 billion, he said.

“The test will come over time, when we find out whether these companies hold up in the public markets or whether they end up being kind of zombies,” Kann said. As publicly traded companies, they will have to post quarterly updates on their sales, earnings and product offerings, among a host of other factors, to maintain shareholders' confidence.

“I do like that SPACs are out there. I like that they are an avenue for companies that have a compelling story to tell,” Kann said. “[But] if next year the economy turns out to be worse than is expected and the overall market takes a big turn down, even the companies here that have real potential” will almost certainly struggle.

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