Overture Acquisition Corp. completed its IPO on February 1, 2008, selling 15,000,000 units at $10.00 per unit. The gross proceeds totaled $150 million, in line with the amount that the company was looking to raise when it filed its initial S-1 on October 26, 2007. A total of $150,530,000, equal to $10.04 per common share, has been placed into an escrow account. This balance includes $7,500,000 deferred by the underwriters, which will be paid when the company completes an acquisition, and $4,380,000 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 $1,800,000 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 $7.00 per share.
Warrant terms: Each warrant will become exercisable on the later of the completion of a business combination with a target business and May 1, 2009. The warrants will expire at 5:00 p.m., New York City time, on February 1, 2013, or earlier upon redemption.
Overture Acquisition Corp. is not going to be focusing its acquisition efforts on any particular industry.
The securities are listed on the American Stock Exchange. The units (NLX-U) closed at $9.77 today. The common shares (NLX) and warrants (NLX-WT) are not yet trading.
The final prospectus: sec.gov
Significant principals
John F. W. Hunt has been our Chief Executive Officer, Secretary and Chairman of the Board since our inception in September 2007. Since 1994 Mr. Hunt founded or co-founded six companies, including Oriel LLC, a wine company he currently oversees, Amanyara, a resort in the Turks & Caicos Islands, The Seattle Coffee Company, a chain of espresso bars in England ultimately acquired by Starbucks, Syzygy AG, an internet professional services firm listed on the Frankfurt stock exchange, and Obongo Inc., a payment processing technology firm that was acquired by AOL Time Warner. Mr. Hunt also co-founded and helped develop iGabriel, an investment club, which later merged with PiCapital to form one of the UK’s leading private investor networks, and First Tuesday, a financial networking forum that was subsequently acquired by an Israeli investment bank. Mr. Hunt began his career in marketing. From 1987 to 1992 he held positions of increasing responsibility at Procter & Gamble, ultimately becoming the European Brand Manager responsible for integrating the acquisition of the Max Factor brand across Europe. From 1992 to 1994, Mr. Hunt was Head of Marketing at Kraft Jacobs Suchard (a division of Philip Morris) for the Middle East & Africa. Mr. Hunt received an Honors degree in Economics and Public Administration from the London University in 1987.
Marc Blazer has been our President, Treasurer and a Director since our inception in September 2007. From November 2000 to August 2007 Mr. Blazer was a partner, and until May 2007, the global head of investment banking at Cantor Fitzgerald. While at Cantor Fitzgerald, Mr. Blazer served on the advisory board of Enertech Capital III, a venture capital fund from March 2006 to July 2007. Prior to joining Cantor Fitzgerald, Mr. Blazer spent six years at ChaseMellon Financial Corp. (now Mellon Investor Services), a joint-venture between Chase Manhattan Corporation and Mellon Financial Group LLC from 1994 to 2000. In this capacity he advised clients on governance and shareholder related issues including accessing the capital markets, investor relations, and proxy solicitation matters and structural defenses. Prior to his career on Wall Street, Mr. Blazer was an advisor to members of Congress in both the House and Senate on tax matters, banking and securities legislation, international trade policy, and foreign relations. Mr. Blazer earned a graduate degree from the London School of Economics in 1992, and a BA from the University of Maryland in 1990.
Lawton Fitt has been a Director since October 2007. Ms. Fitt is currently a director on the boards of Ciena Corporation, Citizens Communications Company, and Reuters Group PLC and has served as a senior advisor to GSC Group, Inc., an alternative asset investment management firm since October 2006. From October 2002 to March 2005 Ms. Fitt served as Secretary (Chief Executive) of the Royal Academy of Arts in London. From 1979 to October 2002 Ms. Fitt worked at Goldman, Sachs, becoming a partner in 1994. During her career at Goldman Sachs, Ms. Fitt held leadership positions, including that of managing director, in investment banking, equity capital markets and asset management and was a senior member of that firm’s High Technology investment banking team in New York and London. Ms. Fitt earned an A.B. from Brown University in 1974 and received an M.B.A. from the Colgate Darden School of Business Administration of the University of Virginia in 1979. |
