SPAC Info

China Holdings Acquisition Corp. (NYSE Amex: HOL) announced that it has withdrawn its pre-conditional voluntary $255 million cash offer (first announced on July 21, 2008) to acquire all the issued shares of publicly-traded Bright World Precision Machinery Limited.

Because Bright World’s profit after tax for the full year ended December 31, 2008 decreased by 11.3% to approximately RMB 127.9 million as compared to approximately RMB 144.3 million for the corresponding full year, the SPAC decided to withdraw its offer.

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Under the Agreement, Alpha will acquire all of the outstanding shares of Soya China Pte. from its three stockholders in exchange for a purchase price consisting of $30 million in cash and 6.3 million shares of Alpha’s common stock (approximately $90 million total at $9.80 per share of Alpha Security), one-half to be held in escrow.

The Selling Shareholders are also entitled to receive up to an additional 6 million shares of common stock of the combined company upon the company satisfying adjusted net income thresholds in each of 2009, 2010 and 2011, of $19.5 million, $26 million and $34 million, respectively. As a pre-condition to the closing of the acquisition, Alpha will redomesticate and become a company incorporated under the laws of Bermuda.

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ChinaGrowth South Acquisition Corporation SPAC (one of a pair of $36 million SPACs targeting Chinese acquisitions north and south of the Yangtze River) announced on December 19, 2009 that it had executed a share purchase agreement with Olympia Media Holdings Limited, a Chinese print media concern. The Olympia is a Chinese print media network that uses 13 newspapers with average daily circulation of approximately 3 million reaching 17 cities.

The upfront transaction value, assuming an $8.05 share price, is $56.4 million including the escrowed shares and $24.2 million excluding escrowed shares (ChinaGrowth’s management has agreed to put 562,500 or 50% of its promote shares into escrow).

Update: The shareholder vote will be held at 11 a.m. New York time, on January 23, 2009, at the offices of DLA Piper LLP

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On the heels of its warrants being delisted by the American stock Exchange for trading at less than $0.01, $59 million SPAC China Healthcare Acquisition Corp (CHM), whose previous $60MM merger with Europe Asia Huadu Environment Holding was called off due to adverse market conditions, will be asking its shareholders to vote on the following amendments to its articles of incorporation, effectively stripping the company of its SPAC status:

1. to permit the early distribution of the Trust Account holding the proceeds of CHM’s IPO to the holders of the shares of common stock issued in the IPO;
2. to permit CHM to continue as a corporation beyond the time currently specified in our certificate of incorporation without the limitations related to our IPO;
3. to remove Article VI from our certificate of incorporation, which, among other blank check company-related restrictions, requires us to dissolve in the event that CHM does not consummate a qualifying business combination by the time period currently specified in our certificate of incorporation; and
4. to increase the authorized shares of common stock from 50,000,000 shares to 100,000,000 shares of common stock

The vote date has not yet been set.

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Alyst Acquisition Corp. (Amex: AYA), a special purpose acquisition company (“Alyst”), today announced that it has signed an agreement and plan of merger to acquire all of the issued and outstanding shares of China Networks Media Ltd., a British Virgin Islands company (“China Networks”), which owns and is in the process of acquiring television station operating assets in the People’s Republic of China (PRC) for $38.7 million

As part of the transaction, Alyst will redomesticate to the British Virgin Islands by means of merging with its wholly-owned subsidiary China Networks Holdings immediately prior to consummating its transaction with China Networks. Chardan Capital Markets, LLC (“Chardan”) is acting as exclusive advisor to the transaction.

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