uBid has gone public again, this time through a reverse merger with a manufactured shell, Cape Coastal Trading (stock symbol: CCSR.OB). Concurrent with the transaction, the company raised gross proceeds of $45 million through a private placement sale of 10 million shares at $4.50 per share. All of the details for both transactions will be laid out in a future 8-K.
CCSR completed a reverse split and cancelled some of its shares earlier this month. Prior to the reverse merger with uBid, CCSR had 599,333 shares outstanding. Using the private placement valuation as a benchmark, the stock held by the old shareholders of CCSR has a value of approximately $2.5 million.
sec.gov
I have not been able to find any evidence that the shares of CCSR have ever traded. From the 10-K filed earlier this year:
The Company’s common stock first became cleared for quotation on the over-the-counter Bulletin Board (the “OTCBB”) on October 29, 2004, but has not traded as of the filing of this report. The trading symbol for the common stock is “CCTR”. The initial quotation for the Company’s common stock is $0.15, Bid and $0.25, Ask. The quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.
sec.gov
The full SEC filings for Cape Coastal Trading can be found at:
sec.gov
uBid, Inc. Completes Stock-for-Stock Merger to Become a Public Company and $45 Million Private Placement of Common Stock and Warrants
Friday December 30, 11:27 am ET
CHICAGO, Dec. 30 /PRNewswire/ -- uBid, Inc., one of the leading online auction companies in the U.S., announced today that it has merged with a subsidiary of Cape Coastal Trading Corporation (OTC Bulletin Board: CCSR - News), whose only business following the merger will be the execution of uBid's business plan under the uBid name. Cape Coastal Trading Corporation plans to change its corporate name to uBid, Inc. as soon as corporate law requirements can be satisfied, currently anticipated within 30 days following the merger. uBid will retain its senior management team led by CEO Robert H. Tomlinson, Jr., Timothy E. Takesue, Executive VP and all uBid, Inc. employees. The merger resulted in uBid becoming a publicly traded company, and uBid's management and Board of Directors have assumed operational control of the surviving entity.
Concurrent with the merger, the combined company completed a $45 million private placement involving the issuance of 10,000,000 shares of Cape Coastal Trading Corporation common stock to a group of institutional and accredited investors at $4.50 per share. The Company also issued to the investors warrants to purchase an additional 2,500,000 shares of Cape Coastal Trading Corporation common stock exercisable at $5.85 per share. The net proceeds from the financing of approximately $40 million will be used for the retirement of all debt and for general working capital purposes. SG Cowen & Co., LLC was the lead placement agent and ThinkEquity Partners was a co-agent. Calico Capital Group acted as financial advisor for this transaction.
"This is a watershed moment in our company's history," said CEO Robert H. Tomlinson, Jr. "It caps a successful rebuilding effort over the past 30 months and now affords us the resources we need to drive significant growth and expansion towards becoming a major force in the e-commerce world."
uBid operates an online marketplace located at ubid.com offering new, close-out, overstock and refurbished merchandise to both consumers and businesses through a trusted auction style and fixed price format. The company provides consumers the opportunity to bid on or buy a wide variety of popular, brand name products at significant discounts. uBid's unique platform enables only certified suppliers and manufacturers a more efficient and economical channel for maximizing revenue of their surplus merchandise. Furthermore, uBid offers consumers a trusted buying environment, eliminating potential fraud by certifying all its merchants and processing 100% of all transactions between buyers and sellers.
Founded in 1997, uBid's predecessor completed an initial public offering in December 1998 and was subsequently acquired by CMGI, Inc. (Nasdaq: CMGI - News) in April 2000. In April 2003, uBid became a majority-owned subsidiary of the Petters Group Worldwide, LLC. Both CMGI and Petters Group Worldwide will remain as shareholders in the surviving public entity.
SEC Filings and Forward-Looking Statements
Additional information regarding uBid's private placement, the merger with Cape Coastal Trading Corporation, the disposition of Cape Coastal Trading Corporation's prior operating business, uBid's business and uBid's officers and directors will be contained in a Report on Form 8-K to be filed with the Securities and Exchange Commission by Cape Coastal Trading Corporation.
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