Another blank check company, Industrial Services Acquisition Corp., has filed an S-1. The deal is being underwritten by Wedbush Morgan Securities, Inc. The company is going to focus its acquisition efforts on acquiring an operating company in the business services industry.
Industrial Services Acquisition Corp. – STILL IN REGISTRATION
Number of units being offered: 6,250,000
Proposed price per unit: $8.00
Terms of deal: One share of common stock and a warrant to purchase one share of common stock at $6.00 per share.
Underwriters: Wedbush Morgan Securities, Inc.
Proposed ticker symbols
Common stock: Not known
Warrants: Not known
Units: Not known
Common shares to be outstanding subsequent to IPO: 7,812,500
Shares to be held by public shareholders: 6,250,000
Shares held by insiders: 1,562,500
Percentage held by public shareholders: 80.0%
Gross proceeds being raised: $50,000,000
Net proceeds to be held in escrow: $44,800,000
Escrowed proceeds per share applicable to future public shareholders: $7.17
Date of IPO: N/A
Date of original filing: August 22, 2005
Current stock price
Common stock: N/A
Warrants: N/A
Units: N/A
Insider shares: 1,562,500 shares purchased at $.008 per share. Total proceeds: $12,500.
Restrictions on insider shares: The shares will remain in escrow until the earlier of one year after the consummation of an acquisition or the liquidation of the company.
Other insider requirements: Several of the principals have agreed to purchase up to $875,000 of the warrants at a price not to exceed $1.20 per warrant.
Description of business:We are a recently organized blank check company formed for the purpose of acquiring one or more operating businesses through a merger, capital stock exchange, asset acquisition or other similar business combination. We intend to focus our initial acquisition search on companies in the business services industry, although our efforts will not be limited to any particular industry.
Biographical information for significant officers: Ross Berner has been our chairman and a member of our board of directors since inception. In addition, Mr. Berner has been a partner and portfolio manager at Weintraub Capital Management since 2002. Prior to that, from 1999 to 2002, he was co-founder, president and a board member of Prime Advantage Corp. / Logistics Mgmt, Inc., a direct material and logistics sourcing agent for mid-sized companies. During Mr. Berner’s tenure with Prime Advantage, Prime Advantage Corp. raised nearly $35 million of private capital and grew in size to over $200 million of gross revenues. Mr. Berner was also a co-founder and senior vice president of acquisitions at United Road Services, a used-car auto hauling company, from 1997 to 1999. United Road was taken public in 1998 and grew from approximately $50 million in revenues in 1998 to approximately $255 million in 1999. Prior to co-founding United Road Services, Mr. Berner worked as a vice president of institutional equities at Salomon Brothers, Inc. from 1992 to 1997. Mr. Berner received an MBA from Columbia University and a BA from Northwestern University.
Mark McKinney has been our chief executive officer and a member of our board of directors since inception. In addition, Mr. McKinney has been the president of AMCO Distribution Inc., a private warehousing and distribution business, since 2002. Prior to that, from 1999 to 2002, he was co-founder, president and a board member of Prime Advantage Corp. / Logistics Mgmt, Inc., a direct material and logistics sourcing agent for mid-sized companies. During Mr. McKinney’s tenure with Prime Advantage, Prime Advantage Corp. raised nearly $35 million of private capital and grew in size to over $200 million of gross revenues. Mr. McKinney was also a co-founder and senior vice president of acquisitions at United Road Services, a used-car auto hauling company, from 1997 to 1999. United Road was taken public in 1998 and grew from approximately $50 million in revenues in 1998 to approximately $255 million in 1999. Prior to co-founding United Road Services, Mr. McKinney worked as a portfolio manager at the Berger Funds from 1995 to 1997 and at Farmers Insurance Group from 1992 to 1995. Mr. McKinney received an MBA from the University of Southern California and BA from the University of California, Los Angeles.
SEC filings: sec.gov |
