Another blank check company, China Fortune Acquisition Corp., has filed an F-1. The offering is being underwritten by EarlyBird Capital, Inc. According to the company, its acquisition efforts will be focused on acquiring an operating entity located in China.
Chinca Fortune Acquisition Corp. – STILL IN REGISTRATION
Number of units being offered: 8,000,000
Proposed price per unit: $8.00
Terms of deal: One share of common stock and a warrant to purchase one additional share of common stock at $6.50 per share.
Underwriter: EarlyBird Capital, Inc.
Proposed ticker symbols
Common stock: Not known
Warrants: Not known
Units: Not known
Common shares to be outstanding subsequent to IPO: 10,000,000 (not including 250,000 units to be sold to certain of the insiders)
Shares to be held by public shareholders: 8,000,000
Shares held by insiders: 2,000,000 (not including 250,000 units to be sold to certain of the insiders)
Percentage held by public shareholders: 80.00%
Gross proceeds being raised: $60 million
Net proceeds to be held in escrow: $61,120,000 (includes $2,000,000 from the sale of 250,000 units to the insiders and $960,000 of offering costs deferred by the underwriter). None of the post-offering interest earned on the trust fund balance will be used to finance the search for an acquisition candidate.
Escrowed proceeds per share applicable to future public shareholders: $7.64
Date of IPO: N/A
Date of original filing: October 4, 2006
Current stock price
Common stock: N/A
Warrants: N/A
Units: N/A
Insider shares: 2,000,000 shares purchased at $.0125 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 250,000 units in a private placement prior to the offering. The total proceeds of $2,000,000 million will be placed into the trust account.
The underwriters have also agreed to defer $960,000 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 Cayman Islands blank check company incorporated on August 18, 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.
Description of principals: Bo Yu has been our chairman of the board and chief executive officer since our inception. Mr. Yu founded Cathay Fortune Corp., a private equity firm, in July 2003 and has served as its chairman of the management committee and chief executive officer since that date. From December 2001 to July 2003, Mr. Yu was the chairman of the management committee of China Fortune Securities Co., Ltd., a leading privately owned broker-dealer in China. From May 1997 to July 2003, Mr. Yu served as the chairman of the board of Beijing Leader Investment Corp., Ltd., a private derivatives trading and assets management firm. From June 1990 to August 1998, Mr. Yu was the founder and the chairman of the board of Dalian DongLi Artistic Textile Co., Ltd., a privately owned textile manufacturer. From 1985 to 1990, Mr. Yu held various positions at the Municipal Tax Bureau of Dalian City. SEC filings: sec.gov |