Al Lopez
About Al Lopez
Adelmo “Al” Lopez is Chairman and Chief Executive Officer of IB Acquisition Corp. (IBAC), serving since September 2023; he is 59, a CPA, U.S. Army veteran, with a B.S. in Accounting (University of Illinois Chicago) and an MBA (Vanderbilt Owen) . IBAC is a SPAC with no operating revenues disclosed pre-business combination; therefore, TSR, revenue growth, and EBITDA growth metrics for his tenure are not applicable at this stage . Lopez is not an independent director and holds a dual role as CEO and Chairman .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Blair Corporation | President & CEO | 2006–2008 | Led a $400+ million multi-channel direct marketer through executive transition . |
| Russell Corporation | Group General Manager | 2004–2006 | Senior operating leadership at $1.4B athletic/activewear company . |
| Dole Fresh Fruit International | Chief Financial Officer | — | Finance leadership at $1.6B subsidiary of Dole Food Company . |
| Frito-Lay, Inc. | Regional Vice President | — | Operational leadership in North America snacks . |
| Sara Lee Corporation | Divisional CFO (two roles) | — | Corporate finance leadership across divisions . |
| Gerson Lehrman Group | Member/Advisor | 2008–2017 | Expert network advisory experience . |
| Coopers & Lybrand | Early career (CPA) | — | Public accounting foundation (CPA) . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Alma Coffee, LLC (Finca Terrerito) | Founder, Chairman & CEO | 2008–present | Premium coffee roasting and wholesale; founded 2008 . |
| Worldwide Business Advisory Services LLC | Chairman & Founder | — | Disclosed fiduciary obligation/affiliation . |
Fixed Compensation
| Component | Amount | Period/Coverage | Notes |
|---|---|---|---|
| CEO base salary | — | Pre-business combination | “None of our executive officers or directors have received any cash compensation for services rendered to us” . |
| CEO annual bonus | — | Pre-business combination | No cash bonus disclosed pre-business combination . |
| Perquisites | — | Pre-business combination | None disclosed for CEO; a $5,000/month administrative services arrangement applies to the CFO role, not the CEO . |
Post-business combination compensation for management/directors may be determined by the post-merger board and disclosed at that time; no pre-merger employment agreements or termination benefits are in place .
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| — | — | — | — | — | — |
No performance-based cash or equity incentive plan metrics (e.g., revenue, EBITDA, TSR) are disclosed for the CEO pre-business combination; SPAC management is not paid cash compensation prior to closing a merger, and any future program would be post-combination and determined by independent directors .
Equity Ownership & Alignment
| Item | Quantity/Interest | Nature | Lock-up / Vesting / Restrictions | Notes |
|---|---|---|---|---|
| Indirect founder share interest via sponsor | Right to receive 150,000 founder shares | Lopez holds 4.62% equity interest in sponsor (I-B Good Works 4, LLC) entitling him to 150,000 founder shares; he disclaims beneficial ownership beyond his pecuniary interest . | Founder shares are non-transferable until the earlier of 6 months post-business combination, $12.00/share 20/30-day trading condition after 150 days, or a qualifying change-of-control; subject to registration rights . | Founder shares are forfeited if no business combination and have no trust liquidation rights; sponsor/officers waive redemption/liquidation rights for founder shares . |
| Sponsor founder shares (context) | 3,243,590 founder shares | Held by sponsor; officers/directors have indirect interests as above . | As above for founder shares (lock-up/waiver) . | Up to 423,077 founder shares subject to forfeiture tied to over-allotment . |
| Sponsor private placement units (context) | 570,000 units at $10.00/unit (or 610,500 if overallotment) | Purchased by sponsor (and/or designees) concurrently with IPO . | Private placement securities are not transferable until 30 days post-business combination . | Each IPO right converts into 1/20th of a share upon business combination (per underwriting/rights terms) . |
| Hedging/pledging restrictions | Prohibited during 180-day lock-up from underwriting effective date | Insiders agree not to sell, hypothecate, pledge, or enter into swaps that transfer economic ownership during the initial 180 days . | — | Applies to units, common, rights, and derivatives during the initial lock period . |
| Redemption/Trust waivers | Waive redemption/liquidation rights on founder shares | Insiders/sponsor agree to vote in favor of a business combination and waive redemption on founder shares; no claim on trust for founder/representative shares . | — | Aligns incentives to complete a business combination; founder shares expire worthless upon liquidation . |
Beneficial ownership table (as of 9/3/2025 record date) shows no directly owned common stock by officers/directors, with sponsor owning 2,837,576 shares (18.0% of outstanding 15,749,090); Lopez’s indirect interest equals the right to receive 150,000 founder shares via sponsor .
Employment Terms
| Term | Status | Details |
|---|---|---|
| Start date / tenure | Chairman & CEO since September 2023 | Disclosed in S‑1/A management section . |
| Employment contract | None | “We are not party to any agreements with our executive officers and directors that provide for benefits upon termination of employment” . |
| Severance | None disclosed | No termination benefits disclosed . |
| Change-of-control | None disclosed | No CoC arrangements disclosed pre-business combination . |
| Non-compete / Non-solicit | No existing restrictions that materially affect service | “No Insider is subject to any non-competition agreement or non-solicitation agreement…which could materially affect his ability to be an employee, officer and/or director” (except as disclosed) . |
| Corporate opportunity / other fiduciary duties | Corporate opportunities renounced; officers/directors may have obligations to other entities | IBAC’s charter renounces interest in opportunities presented to officers/directors unless offered solely in their IBAC capacity; a table of affiliates is disclosed (e.g., Alma Coffee; Worldwide Business Advisory Services) . |
| Garden leave / post-termination consulting | Not disclosed | — |
Board Governance
- Role and independence: Lopez serves as Chairman and CEO and is not an independent director under Nasdaq/SEC rules .
- Committee structure: Three standing committees (Audit; Compensation; Nominating & Corporate Governance), each composed solely of independent directors—Lopez does not serve on any committee .
- Key committee chairs and members:
- Audit Committee: Members – Silvia Panigone, Jian Zhang, John Joyce; Chair – John Joyce; Joyce qualifies as an “audit committee financial expert” .
- Compensation Committee: Members – Silvia Panigone, Jian Zhang, John Joyce; Chair – John Joyce .
Director Compensation
| Component | Amount | Notes |
|---|---|---|
| Cash retainers/meeting fees | None pre-business combination | “None of our executive officers or directors have received any cash compensation” prior to an initial business combination . |
| Equity grants to directors | None pre-business combination | No director equity compensation disclosed pre-business combination . |
Performance & Track Record
- Executive achievements: Founder/CEO of Alma Coffee; prior CEO of Blair; senior roles at Russell, Dole Fresh Fruit (CFO), Frito-Lay (Regional VP), and two divisional CFO roles at Sara Lee; CPA; U.S. Army service .
- SPAC stage: IBAC is a blank-check company; no operating performance metrics (TSR, revenue, EBITDA) are applicable pre-business combination .
Compensation Structure Analysis
- 100% at-risk, equity-heavy alignment pre-merger: No cash salary/bonus; insider economics are primarily via founder shares that become worthless if no deal closes, incentivizing completion of a business combination .
- Lock-ups mitigate near-term selling pressure but create post-lockup overhang: Founder shares are restricted until the earlier of 6 months post-close, $12.00/share trading condition (20/30 days after 150 days), or a change-of-control; private placement securities locked for 30 days post-close; 180-day underwriting lock-up also restricts transfers/hedging initially .
- Governance mitigants: Compensation committee comprised solely of independents will determine any post-combination compensation; Lopez is not on compensation committee .
Related Party Transactions and Potential Conflicts
- Underwriting/M&A fees: I‑Bankers to receive 3.5% of IPO gross proceeds for M&A advisory, plus a 1% finder fee if the target is introduced by I‑Bankers .
- Possible consulting/success fees: The company may pay consulting, finder, or success fees to the sponsor, officers, directors, or affiliates for assisting in consummating the business combination (to be disclosed as applicable) .
- Administrative services: A $5,000/month administrative services agreement compensates the CFO role for services; not applicable to the CEO .
Capital Structure and Timing Considerations (Incentive Context)
- Beneficial ownership: Sponsor owned 2,837,576 shares (18.0%) as of 9/3/2025; officers/directors held no direct common stock but had indirect rights through the sponsor (Lopez: 150,000 founder shares) .
- Trust and extension: Record date trust balance approx. $115.575 million; stockholders approved proposals to extend the deadline to complete a business combination from September 28, 2025 to as late as March 28, 2026; founder shares expire worthless upon liquidation; sponsor/officers waive redemption on founder shares .
Investment Implications
- Alignment and incentives: Lopez’s primary economic exposure is through founder shares that become valuable only if a business combination closes; this strongly aligns toward deal completion but not necessarily toward deal quality or post-close TSR/EBITDA targets, given the absence of pre-merger performance-conditioned awards .
- Selling pressure overhang: Founder share restrictions lapse 6 months after a business combination (or earlier under the $12/share or change-of-control conditions), creating a predictable unlock window and potential supply overhang; private placement securities unlock at 30 days, and a 180‑day initial lock-up prohibits pledging/hedging, delaying but not eliminating selling pressure .
- Governance: Dual role (CEO + Chairman) and non-independence may concentrate authority; however, all committees are independent, with an experienced audit chair (John Joyce) designated as financial expert, providing checks on compensation and financial reporting post-merger .
- Retention risk: Lack of an employment agreement or severance/CoC package for Lopez provides flexibility but could increase mobility risk post-combination; any compensation program will be set by independent directors thereafter .
- Conflicts and related-party dynamics: The ability to pay consulting/finder fees to insiders and M&A economics to I‑Bankers are standard for SPACs but warrant monitoring for potential conflicts; the charter’s corporate opportunity waiver and officers’ external obligations merit scrutiny during target selection .