A merger with a so-called blank check company is poised to give the former president access to hundreds of millions of dollars.<\/b>
\nAfter decades of bankruptcies, loan defaults, business disputes and commercial failures \u2014 not to mention a polarizing presidency that ended with a violent mob storming the Capitol \u2014 Donald J. Trump was shunned by much of corporate America. Now, thanks to one of Wall Street\u2019s hottest fads, the former president has managed to sidestep that tarnished reputation and gain access to hundreds of millions of dollars to launch a social media company. Riding to his rescue: SPACs. Special purpose acquisition companies are the reverse of initial public offerings. Sometimes called blank-check companies, SPACs go public first and raise money from investors with the goal of finding a private company to merge with. Those investors have no clue about what that merger partner will turn out to be. Which led some of the prominent investors in a SPAC called Digital World Acquisition \u2014 including the hedge funds D.E. Shaw and Saba Capital \u2014 to the surprising realization that they were financially backing Mr. Trump\u2019s latest company. Mr. Trump\u2019s new company, Trump Media and Technology Group \u2014 incorporated in Delaware in February with little fanfare, and with no revenue or tested business plan \u2014 reached a deal to merge with Digital World on Wednesday. Digital World, which was set up shortly after Mr. Trump lost the 2020 election, last month raised nearly $300 million, largely from big investors. Assuming the merger is consummated, that money will soon be bankrolling the Trump media venture, which plans early next year to offer a Twitter-like social media app. Shares of the newly merged company soared on Thursday, rising more than 300 percent to close at $45.50 a share and partly reflecting expectations that the former president\u2019s media company could be very profitable. SPACs have long had a dubious reputation because they give struggling or untested companies that would otherwise not find backers a pathway to the public markets. But in recent years, these lightly regulated entities have become all the rage because with interest rates remaining low, investors are eager for new places to put their money to work. In the past two years alone, such companies have raised $190 billion from investors. But even by Wall Street\u2019s frothy standards, the swiftness with which Digital World reached a deal with Mr. Trump \u2014 which many in the former president\u2019s inner circle didn\u2019t know about \u2014 was remarkable. Most blank-check companies take about 17 months to find a target and complete a deal after going public. Digital World gave itself a year, but found its target within a month of going public. \u201cThat is an extraordinary time period,\u201d said Usha Rodrigues, who teaches corporate law at the University of Georgia School of Law and has written about SPACs. \u201cIt is far outside the norm.\u201d Digital World\u2019s founder and chief executive is Patrick Orlando, who previously worked for Deutsche Bank and other Wall Street firms. More recently, Mr. Orlando, who is based in Miami and knew Mr. Trump before the deal, according to one of Mr. Orlando\u2019s colleagues, has launched three other blank-check companies. While they have raised money from investors, not one has completed a deal. A plan to merge one of the SPACs, Yunhong International, with Giga Energy recently fell apart. When Digital World went public on the Nasdaq stock exchange last month, it didn\u2019t have the assistance of a brand-name investment bank. Instead, it turned to a small firm that until recently was called Kingswood Capital Markets. This summer, Kingswood changed its name to E.F. Hutton, adopting one of Wall Street\u2019s most storied brands, presumably in a bid to improve its marketing cachet. (The original E.F. Hutton was famous for the advertising slogan \u201cWhen E.F. Hutton talks, people listen.\u201d) Joseph Rallo, E.F. Hutton\u2019s chief executive, didn\u2019t respond to requests for comment. With the help of bankers at the newly renamed E.F. Hutton, Mr. Orlando and Digital World lined up 11 hedge funds and other institutional investors to serve as so-called anchor investors. They agreed to buy substantial slugs of shares in Digital World\u2019s public stock offering on Sept.8. As is standard in \u201cblank check\u201d deals, the investors in some cases ponied up as much as $30 million without much guidance as to how Digital World would spend their money, officials at several of the hedge funds said. All they knew was what Digital World said in its securities filing \u2014 that it was looking to invest in \u201cmiddle-market emerging growth technology-focused companies.\u201d It didn\u2019t give any hint that it was hoping to merge with a social-media company or to work with the former president. Vik Mittal, chief investment officer with Meteora Capital, one of the anchor investors, said the firm wasn\u2019t aware of an imminent deal with Mr. Trump\u2019s media company when it committed money to Mr. Orlando\u2019s SPAC. Mr. Orlando negotiated the deal with Mr. Trump, with whom he had a relationship. \u201cI\u2019m the C.E.O. of the SPAC, and the conversations were generally at the highest levels,\u201d Mr. Orlando said in a brief interview on Thursday. He declined to comment on the details of the agreement or how it came together. \u201cEverybody worked really hard,24 hours a day,\u201d he said. Mr. Trump, for his part, kept much of his inner circle in the dark. His plans had not come up on his political team\u2019s weekly calls, according to participants. Trump Media and Technology Group, whose website lists Mr. Trump\u2019s private club, Mar-a-Lago, as its mailing address, has grand ambitions. A slide presentation on the company\u2019s website envisions it competing not only with Twitter and Facebook, but also against companies like Netflix, Disney and CNN. In the \u201clong-term opportunity\u201d category, the company lists Google and Amazon as potential rivals. Mr. Trump\u2019s yet-to-be-launched app is called Truth Social. Within hours of its announcement, hackers claimed to have created fake accounts in the name of Mr. Trump and others. Some Republican groups immediately sought to use the announcement of the social media site for fund-raising purposes. The Republican National Committee, for instance, sent a \u201cBREAKING NEWS\u201d email on Thursday asking supporters if they would join the site. The hedge funds that invested in Digital World appear to have profited at least on paper, given the stock\u2019s steep rise on Thursday. One of Digital World\u2019s major investors was Saba Capital, a $3.5 billion hedge fund run by Boaz Weinstein. Mr. Weinstein said on Thursday that after learning of the Trump deal, his firm sold much of its stake in Digital World in the early morning, notching a small profit before the shares soared higher. Mr. Weinstein\u2019s wife, Tali Farhadian Weinstein, recently ran unsuccessfully for Manhattan district attorney as a Democrat. \u201cMany investors are grappling with hard questions about how to incorporate their values into their work,\u201d Mr. Weinstein said in a statement. \u201cFor us, this was not a close call.\u201d<\/p>\n