Another blank check company, MAFS Acquisition Corp. has filed an S-1. The offering is being underwritten by Citi. According to the company, will not be focusing its acquisition efforts in any particular industry.
MAFS Acquisition Corp. – STILL IN REGISTRATION
Number of units being offered: 50,000,000
Proposed price per unit: $10.00
Terms of deal: One share of common stock and one warrant to purchase one additional shares of common stock at $7.50 per share.
Underwriter: Citi
Corporate sponsor: MAFS Acquisition LLC
Proposed ticker symbols
Common stock: Unknown
Warrants: Unknown
Units: Unknown
Common shares to be outstanding subsequent to IPO: 62,500,000
Shares to be held by public shareholders: 50,000,000
Shares held by insiders: 12,500,000
Percentage held by public shareholders: 80.0%
Gross proceeds being raised: $500 million
Net proceeds to be held in escrow: $491,460,000 (includes $10 million from the sale of warrants to the insiders, and $17.5 million in commissions deferred by the underwriter). Up to $9,000,000 of the post-offering interest earned on the trust fund balance may be used to finance the search for an acquisition candidate.
Escrowed proceeds per share applicable to future public shareholders: $9.83
Date of IPO: N/A
Date of original filing: December 7, 2007
Current stock price
Common stock: N/A
Warrants: N/A
Units: N/A
Insider shares: 12,500,000 shares purchased at $.002 per share. Total proceeds: $25,000.
Restrictions on insider shares: The common shares shall remain in escrow until 180 days after the consummation of an acquisition, or the liquidation of the company.
Other insider requirements: Certain of the insiders have agreed to purchase 10,000,000 warrants (@ $1.00 per warrant). The total proceeds of $10,000,000 will be placed into the trust account.
The underwriter has agreed to defer sales commissions in the amount of $17.5 million.
In the event that the company is liquidated, the insiders will not receive any of the escrowed proceeds.
Additionally, an affiliate of the sponsor has agreed to purchase up to $40 million of the company’s common shares in the open market after the filing of an 8-K announcing an acquisition.
Description of business: We are a newly organized blank check company formed under the laws of the State of Delaware for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more domestic or international operating businesses or assets, which we refer to as our business combination. Our efforts in identifying prospective target businesses will not be limited to a particular industry or group of industries. We do not have any specific business combination under consideration and we have not (nor has anyone on our behalf) contacted any prospective acquisition candidate or had any substantive discussions, formal or otherwise, with respect to such a transaction. To date, our efforts have been limited to organizational activities as well as activities related to this offering.
Description of principals: Ronald O. Perelman has been the Chairman of our Board since our inception. Mr. Perelman is the founder, Chairman and Chief Executive Officer of MacAndrews & Forbes Holdings Inc., a private diversified holding company. Mr. Perelman is also Chairman of the Board of Revlon, Inc., and its wholly-owned operating subsidiary, Revlon Consumer Products Corporation, and Chairman of the Board of M & F Worldwide Corp. Mr. Perelman is also a Director of the following companies: Allied Security Holdings LLC and Scientific Games Corporation. Mr. Perelman is the founder of the Revlon/UCLA Women’s Cancer Research Program and has established the Department of Dermatology in his name at NYU Medical Center. Mr. Perelman was President of the Guggenheim Museum and serves on the Boards of Carnegie Hall, The University of Pennsylvania and the NYU Medical Center, among others. He is also a member of the French Legion of Honor.
Barry F. Schwartz has been our President, Chief Executive Officer and a director since our inception. Mr. Schwartz has been the Executive Vice Chairman and Chief Administrative Officer of MacAndrews & Forbes since November 2007. He joined MacAndrews & Forbes in 1989 and became General Counsel in 1993. Mr. Schwartz also serves as Acting Chief Executive Officer, Executive Vice President and General Counsel of M & F Worldwide Corp. He is a Director of the following companies: Revlon, Inc., Revlon Consumer Products Corporation, Scientific Games Corporation, Allied Security Holdings LLC and TransTech Pharma Inc. Prior to joining MacAndrews & Forbes, Mr. Schwartz was a partner at the law firm of Wolf, Block, Schorr and Solis-Cohen. Mr. Schwartz is also a Member of the Board of Trustees of Kenyon College, serving on its Executive Committee, and is Chair of its Admissions and Financial Aid Committee. He also serves as a Trustee of the Association of Governing Boards of Universities and Colleges, and is a Member of the Board of Visitors of the Georgetown University Law Center.
Paul G. Savas has been our Treasurer, Chief Financial Officer and Secretary since our inception. Mr. Savas has been Executive Vice President and Chief Financial Officer of MacAndrews & Forbes and various affiliates since April 2007 and Executive Vice President—Finance of MacAndrews & Forbes and various affiliates since 2006. Prior to that he served in various positions at MacAndrews & Forbes and its affiliates, including as Senior Vice President of Finance from October 2002 until May 2006, Vice President from 1998 until 2002, and Director of Corporate Finance from 1994 until 1998. He has been Executive Vice President and Chief Financial Officer of M & F Worldwide Corp. since May 2006 and serves as a Director of SIGA Technologies, Inc. and TransTech Pharma Inc. He also serves as a Director of the Montgomery Academy.
SEC filings: sec.gov |
