Another blank check company, Acquicor Technology, Inc., has filed an S-1. The deal is being underwritten by Wedbush Morgan Securities. The company is going to focus its acquisition efforts on acquiring an operating company in the technology, multimedia or networking industries.
This could be a very sexy deal that might generate a fair amount of publicity. The three primary principals are Gilbert F. Amelio, the former CEO and Chairman for both National Semiconductor and Apple Computer, Ellen M. Hancock, the former CEO and Chairman of Exodus Communications, and Steve Wozniak, a co-founder, with Steve Jobs, of Apple Computer.
Acquicor Technology, Inc. – STILL IN REGISTRATION
Number of units being offered: 25,000,000
Proposed price per unit: $6.00
Terms of deal: One share of common stock and two warrants to purchase two shares of common stock at $5.00 per share.
Underwriters: Wedbush Morgan Securities
Proposed ticker symbols Common stock: Not known Warrants: Not known Units: Not known
Common shares to be outstanding subsequent to IPO: 31,250,000
Shares to be held by public shareholders: 25,000,000
Shares held by insiders: 6,250,000
Percentage held by public shareholders: 80.0%
Gross proceeds being raised: $150,000,000 Net proceeds to be held in escrow: $137,393,000 Escrowed proceeds per share applicable to future public shareholders: $5.50
Date of IPO: N/A Date of original filing: September 2, 2005
Current stock price Common stock: N/A Warrants: N/A Units: N/A
Insider shares: 6,250,000 shares purchased at $.004 per share. Total proceeds: $25,000.
Restrictions on insider shares: The shares will remain in escrow until one year after the consummation of an acquisition.
Other insider requirements: The officers and directors have agreed to purchase up to 2,142,857 of the warrants at a price not to exceed $.70 per warrant within 45 days from the date that the warrants begin trading independently of the units.
Description of business: We are a recently organized Delaware blank check company formed by Gilbert F. Amelio, Ph.D., Ellen M. Hancock and Steve Wozniak for the purpose of acquiring, through a merger, capital stock exchange, stock purchase, asset acquisition or other similar business combination, one or more operating businesses. Our efforts in identifying prospective target businesses will not be limited to a particular industry, although we intend to focus on the technology, multimedia and networking sectors, specifically on businesses that develop or provide technology-based products and services in the software, semiconductor, wired and wireless networking, consumer multimedia and information technology-enabled services segments. To date, our activities have been limited to organizational activities.
Biographical information for significant officers: Gilbert F. Amelio, Ph.D., Chairman and Chief Executive Officer. Since 2001, Dr. Amelio has been a Senior Partner of Sienna Ventures, a venture capital firm, and, since 2003, he has been the President and Chief Executive Officer of Prexient Micro Devices, Inc., a fabless semiconductor company. From 1999 to 2005, he was Chairman and Chief Executive Officer of Beneventure Capital, LLC, a venture capital advisory firm. From 1997 to 2004, he was a Principal of Aircraft Ventures, LLC, a consulting firm. From 1999 to 2004, he served as Chairman and Chief Executive Officer of AmTech, LLC, a high technology angel investment and consulting services firm. AmTech ceased operations in early 2001 and declared bankruptcy in 2003. From 1996 to 1997, he served as Chairman and Chief Executive Officer of Apple Computer, Inc., a personal computers manufacturer. From 1991 to 1996, Dr. Amelio served as a Chairman and Chief Executive Officer of National Semiconductor Corporation, a semiconductor company. From 1988 to 1991, he served as President of the Rockwell Communications Systems division of Rockwell International Corporation, a semiconductor manufacturing division that was later spun-off as Conexant Systems, Inc. From 1983 to 1988, he served as President of the Rockwell Semiconductor Products unit of Rockwell International. From 1971 to 1983, he held various staff, managerial and executive positions at Fairchild Camera and Instrument Corporation, a semiconductor and photography products company, most recently in the role of Vice President and General Manager of its MOS Products Group. Dr. Amelio is a director of SBC Communications, Inc., a telecommunications company, and an advisor to the Malaysia Multimedia Super Corridor, a hub targeted at attracting multinational corporations in the global information and communication technology industry, and to the Prime Minister of Malaysia. He is also a Director and Trustee of the American Film Institute.
Ellen M. Hancock, Director, President, Chief Operating Officer and Secretary. Mrs. Hancock is the former Chairman and Chief Executive Officer of Exodus Communications, Inc., an Internet system and network management services company. Mrs. Hancock joined Exodus Communications in 1998 and served as Chairman from 2000 to 2001, Chief Executive Officer from 1998 to 2001, and President from 1998 to 2000. Exodus Communication filed for bankruptcy in 2001. From 1996 to 1997, she served as Executive Vice President for Research and Development and Chief Technology Officer of Apple Computer, Inc. From 1995 to 1996, Mrs. Hancock served as an Executive Vice President and Chief Operating Officer of National Semiconductor Corporation. From 1966 to 1995, she held various staff, managerial and executive positions at International Business Machines Corporation, an information-handling systems, equipment and services company, most recently in the role of Senior Vice President and Group Executive. Mrs. Hancock is a director of Colgate-Palmolive Company, a consumer products company, Electronic Data Systems Corporation, an information technology services company, Aetna Inc., a health insurance and benefits provider, and Watchguard Technologies, Inc., an Internet security solutions company. She is also a trustee of Marist College, Santa Clara University and the Institute for Advanced Catholic Studies and a director of the Pacific Council of International Policy.
Steve Wozniak, Director, Executive Vice President and Chief Technical Officer. Since 2002, Mr. Wozniak has been the President and Chief Technology Officer of Wheels of Zeus, a global positioning system and wireless technology licensing company, which he co-founded. From 1985 to 1989, he served as President at CL9, a start-up company that he co-founded to design universal remote controls and other infrared devices. From 1976 to 1981 and from 1983 to 1985, Mr. Wozniak served as Vice President, Engineering at Apple Computer, Inc., which he co-founded.
SEC filings: sec.gov |