While global trade has been grabbing headlines for most of the year, European de-SPAC M&A has been quietly staging a comeback away from the limelight.

De-SPAC deals involve fast-growing private companies with public aspirations merging with listed buyout vehicles to achieve a public listing. The listed vehicles, known as special purpose acquisition companies (SPACs), have cash on their balance sheet, typically from an IPO, and are mandated by investors to look for a target within a specific timeframe.

The process allows companies that have public market aspirations to list without going through a time-consuming initial public offering (IPO).

In the year to date (YTD), the volume of de-SPAC deals where one of the parties is European, acquiror or target, has already exceeded full-year (FY) volumes for 2024, according to Mergermarket data. There have been five de-SPAC deals worth EUR 3.84bn YTD compared to 15 deals worth EUR 3.75bn in FY24.

Two of the recent deals have ticket sizes above EUR 1.0bn, the latest being VERAX Biotech of Switzerland, which merged with a SPAC, Voyager Acquisition Corp, in April.

Meanwhile in March, VEON announced a deal to merge Kyivstar, a Ukrainian digital operator, with SPAC, Cohen Circle.

De-SPAC deals 2025:

*Source: Mergermarket, data correct as at 30-Apr-2025

Optionality

These two transactions were the largest de-SPAC deals involving a European party since the creation of Critical Metals through the merger of European Lithium with Sizzle Acquisition, announced in October 2022. The merged entity had a pro-forma enterprise value of USD 838m at the time of the announcement.

On a quarterly basis, 1Q25 was the best quarter in terms of deal volumes since 4Q22, when the Critical Metals deal was announced. The previous de-SPAC boom spanned 2020, 2021, and 2022

The revival of the de-SPAC market creates optionality for advisors, need a “plan B” to cope with choppy equity markets. This is because conventional IPOs are hard to execute without a month of price stability — a high hurdle in the current environment.

At the very least, talking to SPAC sponsors in parallel to IPO preparation can derisk the listing process, just as thinking about continuation funds can derisk a sale process.

The universe of potential deals could be enormous. Dealogic lists 1,037 potential European IPO candidates. There are also 854 withdrawn IPOs and 400 lapsed ones.

Limited lifespan

SPACs typically have a lifespan of 18 to 24 months to find a deal partner after their own IPOs. The vehicles are wound up and cash returned to investors if the search for a target is unsuccessful within this period.

Given the timetable risk, a steady stream of SPAC IPOs makes it easier for dealmakers to find appropriate vehicles for fast-growing companies with public-markets aspirations.

There have been 78 SPAC listings globally worth USD 7.5bn in the YTD compared to 20 IPOs worth USD 1bn during YTD24, according to Dealogic data.

In 2024, there were a total of 97 SPAC IPOs worth USD 10.1bn compared to USD 4.3bn from 71 SPACs a year ago.

With de-SPAC deals firmly back in the frame, and a steady stream of listed vehicles coming to market, dealmakers have plenty of scope to rise above volatile public markets and keep transactions coming.