To: Glenn Petersen who wrote (959 ) 11/14/2007 4:00:16 PM From: Glenn Petersen Read Replies (1) | Respond to of 3862 On February 12, 2007, Stoneleigh Partners Acquisition Corp. announced that its underwriter had exercised a portion of its over-allotment option and purchased an additional 2,847,500 units at $8.00 per unit. A total of 27,847,500 units were sold to the public. The total gross proceeds raised in the IPO were $222,780,000. The balance placed into the trust account is $220,439,650, equal to $7.92 per share. This balance includes $4.45 million that was raised through the sale of warrants to certain of the insiders. In the event that the company is liquidated, neither the underwriter nor the insiders purchasing the warrants will receive any of the funds placed into the escrow account. The underwriter was paid a 3.25% commission, which is a substantial reduction from the normal 7.0%. While the difference was not “deferred,” the underwriter will probably collect another $7.5 million when and if the company completes an acquisition.To the extent that our capital stock is used in whole or in part as consideration to effect a business combination, the proceeds held in the trust fund that are not used for such purpose, as well as any other net proceeds not expended, will be used as working capital to finance the operations of the target business and to pay our expenses relating thereto, including the aggregate $7,400,000 fee payable to HCFP/Brenner Securities, the representative of the underwriters, and Pali Capital, one of the underwriters, upon the consummation of a business combination for acting as our investment bankers on a non-exclusive basis to assist us in obtaining approval of a business combination (but not for purposes of locating potential target candidates for our business combination). The funds used to pay this fee will not be available to us to use in connection with or following the business combination and therefore may require us to issue our securities in order to consummate a potential business combination. Such working capital funds could be used in a variety of ways, including continuing or expanding the target business’ operations, for strategic acquisitions and for marketing, research and development of existing or new products. Such funds could also be used to repay any operating expenses or finders’ fees which we had incurred prior to the completion of our business combination if the funds available to us outside of the trust account were insufficient to cover such expenses. sec.gov