SPAC Info

$100 million SPAC Tailwind Financial Inc will terminate on April 17, 2009 because the SPAC simply ran out of time. The liquidating distribution will equal approximately $8.18 per share.

After the close of trading of Tailwind’s shares on April 17, 2009, NYSE Alternext US LLC will suspend trading of its shares.

The SPAC’s previous $99 million merger with Asset Corp and $600 million merger with GrandUnion called off due to market conditions.

Read the release here

Santa Monica Media Corp, a $100 million SPAC priced in March 2007, has run out of time and money:

“We have depleted the funds from the interest on the trust account available to us, and do not believe we have sufficient funds for all costs associated with implementing our plan of dissolution and liquidation as well as payments to any creditors.”

The SPAC has announced that it will not move forward with its planned acquisition of NUI LLC, a “healthy kids lifestyle” company. The company was to have completed the acquisition of NUI by April 1st, 2009. The SPAC has approximately $8.07 in trust that it will distribute to shareholders.

Read the annual report here
Read the liquidation release here

$57 million SPAC China Healthcare Acquisition Corp. (NYSE Alternext US: CHM, CHM-U, CHMW) announced today that its Board of Directors has set March 5, 2009 as the record date for determining the stockholders entitled to receive liquidating distributions from its trust fund.

The Company has instructed its transfer agent, American Stock Transfer & Trust Company, to close its stock transfer books as of the close of business on March 5, 2009.

Public stockholders at the close of business on March 5, 2009 will receive approximately $5.89 per share of common stock issued in the Company’s IPO, pending shareholder approval.

The SPAC, which priced its IPO in April 2007, is helmed by Alwin Tan, CEO & President (International Medication System, Ameribankers Corp) and Steven Wang, CFO (Cosmos Machinery Corp, Quality Pre-Cast Company).

Click here for the release

Oceanaut, Inc., a $150 million AMEX-listed SPAC priced in March 2007, has announced plans to dissolve, citing a board of directors’ determination that there is not enough time for it to complete its acquisition of four dry bulk vessels for $352 million.

The SPAC, helmed by Christopher J. Georgakis, CEO & President, Eleftherios (Lefteris) A. Papatrifon, CFO and George Agadakis, COO, all employees of Excel Maritime Carriers, will proceed with liquidation proceedings at a special meeting on March 16, 2009.

This SPAC is an example of a blind pool that was raised by a corporation, as opposed to private sponsors, with Excel Maritime Carriers (Excel Maritime Carriers Ltd is an owner and operator of dry bulk carriers and a provider of seaborne transportation services for dry bulk cargo) investing (and losing by ultimately paying out to shareholders) $11 million in the IPO.

Click here for the release

TM Entertainment & Media, Inc., an $82 million SPAC priced in October 2007, is engaged in a proxy battle with Opportunity Partners L.P., a stockholder of the SPAC, to seek the written consent of the holders of the Company’s shares of to adopt an amendment to the SPAC’s bylaws to:

• increase the number of directors constituting the Board of Directors from four to nine;
• and to fill the resulting vacancies with directors that will take prompt action to dissolve the Company

TM Entertainment is asking shareholders to either not execute any consent solicitation cards they may receive from Opportunity Partners or revoke any consent solicitation cards previously executed and delivered to Opportunity Partners. Furthermore, the SPAC believes that it can complete a business combination by October 17, 2009, the second anniversary of the SPAC’s initial public offering, contrary to the assertions of Opportunity Partners and claims they are actively evaluating several merger candidates.

The SPAC has retained Pali Capital, Inc., the representative of the underwriters of the Company’s initial public offering, as financial advisor in this proxy fight.

This is the first time we’ve seen a proxy battle to get a SPAC to dissolve prior to its deadline, which is over 10 months away. We’ll see how this pans out.

Click here for the proxy

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.

Click here for the proxy