Another blank check company, Juniper Partners Acquisition, has filed an S-1. The deal is being underwritten by HCFP/Brenner Securities LLP, the firm that took Trinity Partners public. Juniper is going to focus its acquisition search on the media and entertainment industry.
Juniper Partners Acquisition Corp. – STILL IN REGISTRATION
Number of units being offered: 250,000 Class A units and 1,250,000 Class B units
Proposed price per unit: $10.50 per Class A unit and $10.10 per Class B unit
Terms of deal: Each Class A unit consists of two shares of common stock and five Class W warrants and five Class Z warrants to purchase common stock at $5.00 per share. Each Class B unit consists of two shares of Class B common stock and one Class W warrant and one Class Z warrant to purchase common stock at $5.00 per share.
Underwriters: HCFP/Brenner Securities LLP
Proposed ticker symbols
Common stock: Not known
Warrants: Not known
Units: Not known
Common shares to be outstanding subsequent to IPO: 500,100 shares of Class A common stock and 2,500,000 shares of Class B common stock
Shares to be held by public shareholders: 500,000 shares of common stock and 2,500,000 shares of Class B common stock
Shares held by insiders: 100 shares of common stock
Percentage held by public shareholders: Less than 1.00%. The management team has been issued a large number of warrants as an incentive.
Gross proceeds being raised: $15,250,000
Net proceeds to be held in escrow: $12,625,000
Escrowed proceeds per share applicable to future public shareholders: $5.05 (Class B shares only)
Date of IPO: N/A
Date of original filing: February 28, 2005
Current stock price
Common stock: N/A
Warrants: N/A
Units: N/A
Description of business: We are a blank check company organized under the laws of the State of Delaware on February 3, 2005. We were formed to effect a merger, capital stock exchange, asset acquisition or other similar business combination with an operating business. Our efforts in identifying a prospective target business will not be limited to a particular industry. Nevertheless, we intend to initially focus on the media and entertainment industry. The media and entertainment industry encompasses companies which create, produce, deliver, distribute, market, exhibit and/or sell entertainment and media services and content. Media services and content companies include a wide range of businesses with intellectual property and copyright related assets. Examples of segments of the media and entertainment industry include, but are not limited to:
• Film and television production, distribution and exhibition;
• DVD and video production, distribution and sales;
• Internet content and delivery services;
• Advertiser supported businesses; and
• Television and radio broadcasting.
Biographical information for significant officer: Stuart B. Rekant has been our Chairman of the Board and Chief Executive Officer since our inception. Mr. Rekant is the founder and has served as the Chairman of the Board and Chief Executive Officer of Hidden Treasures, Inc., a private television production company specializing in nonfiction programming, since its inception in October 2001. Mr. Rekant has spent more than 25 years in the media and entertainment business with experience as an executive, entrepreneur and producer, having begun his career in the industry in 1975 as an attorney with Columbia Pictures Industries, Inc., and later as an entertainment lawyer in private practice. In 1978, he joined HBO as Director and then became Vice President of Business Affairs for the pay television network. In 1983, he went into the independent film finance, production and distribution business. Mr. Rekant began to focus on nonfiction programming and distribution in 1992 when he established U.S. News Productions, the factual programming unit of U.S. News and World Report, where as its President he developed
and executive produced a number of documentary series for cable television. In 1994, Mr. Rekant founded Non Fiction Films Inc., a private documentary production company, where he continued to produce series for cable television. Later that year, Mr. Rekant sold Non Fiction Films to Winstar Communications, Inc., a publicly traded provider of broadband communications services and content, at which time he became President of Winstar New Media Company, Inc., the content arm of Winstar Communications. He served in this position until September 2001 and was responsible for building the unit's media and information services business through internal development and acquisitions. Winstar New Media Company eventually grew to include: a film and television production and distribution operation; a radio production, an affiliation and ad sales divisions; Office.com Inc., a joint venture between Winstar Communications and CBS that was a business to business internet portal; and interests in television broadcasting. Mr. Rekant served as Chief Executive Officer of Office.com from 1999 to September 2001. In April 2001, Winstar Communications, along with most of its subsidiaries, including Winstar New Media Company and Office.com, voluntarily filed for protection under Chapter 11 of the U.S. Bankruptcy Code. Mr. Rekant supervised Winstar Communications' sale of its interests in most of its new media and content operations and then departed Winstar to start Hidden Treasures. He received his A.B. from Colgate University and a J.D. from Boston University School of Law.
SEC filings: sec.gov |
