Another blank check company, China Opportunity Acquisition Corp., has filed an S-1. The offering is being underwritten by EarlyBirdCapital, Inc. The company is going to focus its acquisition efforts on acquiring an operating entity in the People’s Republic of China.
China Opportunity Acquisition Corp. – STILL IN REGISTRATION
Number of units being offered: 6,000,000
Proposed price per unit: $6.00
Terms of deal: One share of common stock and warrants to purchase two additional shares of common stock at $5.00 per share.
Underwriter: EarlyBirdCapital, Inc.
Proposed ticker symbols
Common stock: Not known
Warrants: Not known
Units: Not known
Common shares to be outstanding subsequent to IPO: 7,500,000
Shares to be held by public shareholders: 6,000,000
Shares held by insiders: 1,500,000
Percentage held by public shareholders: 80.00%
Gross proceeds being raised: $36 million
Net proceeds to be held in escrow: $34,560,000 (includes $360,000 of offering costs deferred by the underwriter and $1.36 million from the sale of securities to certain of the insiders)
Escrowed proceeds per share applicable to future public shareholders: $5.76
Date of IPO: N/A
Date of original filing: September 29, 2006
Current stock price
Common stock: N/A
Warrants: N/A
Units: N/A
Insider shares: 1,500,000 shares purchased at $.0167 per share. Total proceeds: $25,000.
Restrictions on insider shares: The common shares shall remain in escrow until one year after the consummation of an acquisition.
Other insider requirements: Certain of the insiders have agreed to purchase 2,266,667 warrants at $.60 per warrant in a private placement prior to the offering. Total proceeds: $1.36 million.
The underwriters have also agreed to defer $360,000 of their fees until the company completes an acquisition.
In the event that the company is liquidated, neither the insiders nor the underwriters will receive any of the escrowed proceeds.
Description of business: We are a recently organized Delaware blank check company incorporated on August 7, 2006 in order to serve as a vehicle for the acquisition of, or acquisition of control of, an operating business that has its principal operations located in the People’s Republic of China. Our efforts to identify a prospective target business will not be limited to a particular industry.
Biographical information for significant officers: Harry Edelson has served as our chairman of the board and chief executive officer since our inception. Since August 1984, he has been the managing partner of Edelson Technology Partners, which manages a series of five venture capital technology funds (the ‘‘Edelson Funds’’) for ten multinational corporations (AT&T, Viacom, Ford Motor, Cincinnati Bell, Colgate Palmolive, Reed Elsevier, Imation, Asea Brown Boveri and UPS) and two large pension funds. Mr. Edelson is a former president of the Analyst Club, the oldest club on Wall Street founded in 1925 and is a founding member of the China Investment Group LLC, an organization formed to provide a forum for update and exchange of its members’ knowledge of China. Mr. Edelson was honored in the Knesset by receiving the Israel 50th Anniversary Award from the Premier of Israel. Mr. Edelson is a member of the Asia Society and The China Cultural Foundation. He is also an advisor to The China Cultural Foundation. He has given numerous speeches in Hong Kong, China and the United States on investing in China. Mr. Edelson received a B.S. from Brooklyn College and an M.B.A. from New York University.
SEC filings: sec.gov |
