BPW Acquisition Corp. completed its IPO on February 28, 2008, selling 35,000,000 units at $10.00 per unit. The gross proceeds totaled $350 million, down slightly from the $375 million that the company was looking to raise when it filed its initial S-1 on November 16, 2007. A total of $348,650,000, equal to $9.96 per common share, has been placed into an escrow account. This balance includes $15,400,000 deferred by the underwriters, which will be paid when the company completes an acquisition, and $8,600,000 from the sale of warrants to certain of the insiders. In the event that the company is liquidated, neither the underwriter nor the insiders will receive any of the funds placed into the escrow account.
Up to $4,000,000 of interest earned on the trust fund balance can be used to fund expenses related to investigating and selecting a target business and other working capital requirements.
Each unit consists of one share of common stock and a warrant to purchase one additional share at $7.50 per share.
Percentage of non-insider shares that can block an acquisition: 35%
Warrant terms: Each warrant will become exercisable on the later of the completion of a business combination with a target business and February 28, 2009. The warrants will expire at 5:00 p.m., New York City time, on February 28, 2014, or earlier upon redemption.
BPW Acquisition Corp. is going to be focusing its acquisition efforts on the financial services and business services sectors.
The securities are listed on the American Stock Exchange. The units (BPW-U) closed at $9.70 on Friday. The common shares (BPW) and warrants (BPW-WT) are not yet trading.
Prior to the completion of the offering, the company reduced the number of shares owned by the insiders so that they own only 15.00% of the post-offering shares.
The final prospectus: sec.gov
Significant principals
Michael E. Martin. Since March 2006, Michael E. Martin has been President of BNYH, the asset and investment management firm of the Lerner family. Prior to joining BNYH, Mr. Martin was a Vice Chairman and Managing Director of UBS Investment Bank. At UBS Mr. Martin was the Global Head of the Financial Institutions Group with responsibility for delivering merger and acquisition and corporate finance advice to UBS clients on a global basis. Mr. Martin was a member of the UBS Investment Bank Board and its Global Executive Committee. Prior to joining UBS in April 2002, Mr. Martin was a Managing Director of Credit Suisse First Boston, where he was a Global Co-Head of the Financial Institutions Group. Mr. Martin joined the First Boston Corporation in August 1987 and spent his 15 years there providing strategic advice to financial institutions. Mr. Martin was an associate practicing corporate law at Wachtell, Lipton, Rosen and Katz from January 1983 until August 1987. From August 1982 until January 1983, Mr. Martin was a clerk to the Honorable Stephen Reinhardt, of the United States Court of Appeals for the Ninth Circuit. Mr. Martin is a member of the Board of Directors of Aston Villa Football Club (an English Premier League football team) and Arena Media Networks, LLC (a digital advertising company). Mr. Martin holds a B.S. in economics from Claremont Men’s College and a J.D. from Columbia University School of Law. Mr. Martin is a member of the bar of the State of New York.
Joseph R. Perella. Mr. Perella is a founding partner of PWP and has been its Chairman since June 2006. Prior to founding PWP, Mr. Perella held senior positions at Morgan Stanley, including Vice Chairman of Morgan Stanley from 1993 to 2005, and Chairman of Institutional Securities and Investment Banking and Worldwide Head of Morgan Stanley’s Investment Banking Division. Mr. Perella was a member of Morgan Stanley’s Management Committee since joining Morgan Stanley in 1993. In 1988, Mr. Perella co-founded Wasserstein Perella & Co. and was Chairman until September 1993. From 1972 to 1988, Mr. Perella held senior posts at First Boston. Mr. Perella’s investment banking experience of more than 30 years includes strategic assignments for leading companies in virtually every industry and region of the world. Mr. Perella holds a B.S. degree from Lehigh University and an M.B.A. degree from Harvard Business School. |
