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Technology Stocks : Blank Check IPOs (SPACS) -- Ignore unavailable to you. Want to Upgrade?


To: Glenn Petersen who wrote (39)2/1/2005 9:31:48 AM
From: Glenn Petersen  Read Replies (3) | Respond to of 3862
 
Another blank check company, Terra Nova Acquisition Corporation, has filed an S-1 this morning. The deal is being underwritten by EarlyBirdCapital. Terra Nova is incorporated in Delaware and headquartered in Toronto.

Terra Nova Acquisition Corp. – STILL IN REGISTRATION

Number of units being offered: 3,000,000

Proposed price per unit: $6.00

Terms of deal: One share of common stock and warrants to purchase two shares of common stock at $5.00 per share.

Underwriters: EarlyBirdCapital, Inc.

Proposed ticker symbols
Common stock: Not known
Warrants: Not known
Units: Not known

Common shares to be outstanding subsequent to IPO: 3,750,000

Shares to be held by public shareholders: 3,000,000

Shares held by insiders: 750,000

Percentage held by public shareholders: 80.0%

Gross proceeds being raised: $18,000,000
Net proceeds to be held in escrow: $15,300,000
Escrowed proceeds per share applicable to future public shareholders: $5.10

Date of IPO: N/A
Date of original filing: February 1, 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 July 21, 2004. We were formed to effect a merger, capital stock exchange, asset acquisition or other similar business combination with an operating business. To date, our efforts have been limited to organizational activities. Our efforts in identifying a prospective target business will not be limited to a particular industry. We intend to concentrate on businesses with high-quality management teams, which are not likely to be subject to significant low cost competition or rapid technological change, and which we believe will have the opportunity for long-term growth.

Biographical information for significant officer: Vahan Kololian has been our chairman of the board and chief executive officer since our inception. Mr. Kololian has been the president and chief executive officer of Precinda Corporation, a private industrial holding company based in Toronto, since its formation in March 2000. He has also been a partner of TerraNova Partners L.P., a private investment firm and an affiliate of Precinda Corporation, since September 2004 and president of TerraNova Management Corp., the manager of TerraNova Partners L.P., since September 2004. In January 1991, Mr. Kololian co-founded Polar Capital Corporation, a Toronto and Calgary based merchant banking firm, and served as its president until March 2000. He also served as president of Polar Enterprise Partners Inc., a private fund managed by Polar Capital Corporation, from its inception in June 1997 until March 2000. From September 1988 to March 1990, he was a director and partner of Gordon Capital Corporation, an investment bank. Mr. Kololian commenced his career at Burns Fry Ltd., an investment bank now owned by Nesbitt Burns (which is owned by the Bank of Montreal), where Mr. Kololian served in various professional roles in the investment banking and mergers and acquisitions groups from September 1981 to September 1988. Mr. Kololian is a member of The World Presidents' Organization and a member of The Law Society of Upper Canada. He holds a B.A. from the University of Western Ontario and an LL.B. from the University of Ottawa.

SEC filings: sec.gov