Chicago private-equity firm Madison Dearborn Partners said this morning that its Boise Cascade unit has agreed to sell its paper, packaging and newsprint segments to a publicly traded shell company for $1.625 billion.
SAN DIEGO & BEIJING--(BUSINESS WIRE)--Chardan North China Acquisition Corp. (OTCBB: CNCA, CNCAU, CNCAW) (“Chardan North”) today announced that it will hold a special meeting of its shareholders at 1:00 p.m. EDT, on September 7, 2007 at its corporate headquarters, located at 625 Broadway, Suite 1111, San Diego, CA., to approve its acquisition of a controlling interest in Beijing HollySys Company, Limited and Hangzhou HollySys Automation, Limited (collectively referred to as “HollySys”). The acquisition will be effected by acquiring all of the issued and outstanding common stock of Gifted Time Holdings, a British Virgin Islands company that currently holds those interests. The announcement was made following the news that the Securities and Exchange Commission had declared Chardan North’s S-4 prospectus/proxy materials effective earlier this afternoon. Those materials also relate to an exchange offer to be made to holders of the outstanding preferred stock of Gifted Time that will commence following the closing of the transaction, if approved. Upon approval of the stock purchase, Chardan will merge with and into its wholly-owned BVI subsidiary, HLS Systems International, Limited (“HLS”) for the purpose of changing its domicile, with each share of Chardan North automatically converting into one share of HLS common stock. Each outstanding warrant of Chardan North will be assumed by HLS with the identical terms, except for its now being exercisable into common stock of HLS. Following completion of the stock purchase and assuming the preferred shareholders participate fully in the exchange offer, HLS will own 74.11% and 89.64%, respectively, of the two companies.
Chardan North’s definitive proxy statement relating to this merger will be mailed on or about August 15, 2007 to shareholders of record as of August 10, 2007.
Chardan North has applied for the listing of HLS Systems International, Limited on the Nasdaq National Market under the proposed symbols, HLSS, HLSSW, and HLSSU. Chardan North anticipates that approval of the listing should be effective on or shortly after the closing.
About the Company
Chardan North is a SPAC® incorporated in March 2005 for the purpose of acquiring an operating entity in the PRC. HollySys is one of the leading automation control systems providers in the PRC.
Additional information regarding Chardan North and HollySys is available in the Form S-4/A that Chardan North filed with the Securities and Exchange Commission today. A copy of the filing in its entirety is available at www.sec.gov.
A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, about Chardan North, HollySys and their combined business after completion of the proposed acquisition. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, based upon the current beliefs and expectations of Chardan North's and HollySys' management, are subject to risks and uncertainties, which could cause actual results to differ from the forward looking statements. The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: business conditions in China; continued compliance with government regulations; legislation or regulatory environments, requirements or changes adversely affecting the businesses in which HollySys is engaged; cessation or changes in government incentive programs: potential trade barriers affecting international expansion; fluctuations in customer demand; management of rapid growth and transitions to new markets; intensity of competition from or introduction of new and superior products by other providers of automation and control system technology; timing, approval and market acceptance of new product introductions; general economic conditions; geopolitical events and regulatory changes, as well as other relevant risks detailed in Chardan North's filings with the Securities and Exchange Commission, and the registration statement on Form S-4 , as amended (Reg. No. 333-132826). The information set forth herein should be read in light of such risks. Neither Chardan North nor HollySys assumes any obligation to update the information contained in this press release.
In connection with the pending transaction, HLS Systems International Ltd. ("HLS Systems") has filed with the SEC a Registration Statement on Form S-4 containing a Proxy Statement/Prospectus for the stockholders of Chardan North. The stockholders of Chardan North are urged to read the Registration Statement and the Proxy Statement/Prospectus, when it is available, as well as all other relevant documents filed or to be filed with the SEC, because they will contain important information about HollySys, HLS Systems, Chardan North and the proposed transaction. The final Proxy Statement/Prospectus will be mailed to stockholders of Chardan North after the Registration Statement is declared effective by the SEC. Chardan North stockholders will be able to obtain the Registration Statement, the Proxy Statement/Prospectus and any other relevant filed documents for free at the SEC's website (www.sec.gov). These documents can also be obtained for free from Chardan North by directing a request to Lori Johnson c/o Chardan Capital, 625 Broadway, Suite 1111, San Diego, CA 92101.
HLS Systems, Chardan North and their respective directors and officers may be deemed to be participants in the solicitation of approvals from Chardan North stockholders in respect of the proposed transaction. Information regarding Chardan North's participants will be available in the Proxy Statement / Prospectus. Additional information regarding the interests of such participants will be included in the Registration Statement containing the Proxy Statement / Prospectus.
Chardan North China Acquisition Corp.
Richard Propper, MD, Chairman, 619-795-4627
or
Investor Relations Counsel:
The Equity Group Inc.
Adam Prior, 212-836-9606
aprior@equityny.com
| Chardan North China Acquisition Corp | |
|---|---|
| Source: via Business Wire Updated 12/13/2005 by company | |
| Headquarters: | San Diego, CA |
| Website: | http://www.chardancapital.com |
| CEO: | Dr. Richard Propper |
| Employees: | Not Disclosed |
| Ticker: | CNCA (OTCBB) |
| Revenues: | Not Disclosed (2005) |
| Net Income: | Not Disclosed (2005) |
Another special purpose acquisition company has grabbed a semiconductor firm.
Ascend was pretty vague in its S-1, originally filed in February 2006, about what industry it aimed to pursue — the filing only said it might look at the "manufacturing, services or distribution" markets.
led by Gil Amelio, the former CEO of Apple Computer and National Semiconductor Corp. Acquicor last year announced the $260 million acquisition of Jazz Semiconductor Inc., a specialty chip wafer maker.
Euronext Amsterdam Welcomes Pan-European Hotel Acquisition Company N.V. - First Special Purpose Acquisition Company Floated In Continental Europe Raises €115 Million
The company raised a total of €115 million in new capital from the sale of 14.375 million shares and warrants at an introductory price of €7.25 per share and €0.75 per warrant. After opening of trade the first market price of PEHAC was €7.60 per share and €0.80 per warrant. Based on a the total number of 17.375 million shares and warrants, total market capitalization of the company at opening price is €146 million.
PEHAC is the first SPAC floating on the European continent and the latest of nine listings on the Amsterdam market this year, which involved placing €2.6 billion in fresh capital. Over €19 billion in market capitalisation has been added to the Amsterdam market so far this year, more than the total additional market capitalisation for the whole of 2006. Since the beginning of the year, a total of €5.6 billion in capital has been placed on the combined Euronext markets, resulting in over €54.6 billion in additional market capitalisation.
“We are delighted to welcome Pan-European Hotel Acquisition Company N.V. to our market. Amsterdam has enjoyed a great deal of success in the area of innovative listings, such as private equity funds, hedge funds and now special purpose acquisition companies, and has become the most popular gateway to the euro market for this fast-growing segment,” said Joost van der Does de Willebois, chairman of the Amsterdam market and member of the Management Committee of NYSE Euronext.
View original article.
“Crave Huge Risk, this investment may be for you” says a 2005 article by the New York Times. “A fools game” states another recent editorial regarding highly unknown and underappreciated investment vehicles known as SPAC’s, or Special Purpose Acquisition Corporations.
Special-purpose acquisition companies, or SPACs, are essentially blank-check entities with no operations — they go public with the promise to investors that they will use the money they've raised to acquire or merge with another company.
There are an estimated 10 India-dedicated SPACs listed mainly in the U.S. and U.K. that have raised funds ranging between $350 million and $500 million to acquire companies here.
“Is India going to get whacked by SPACs? Piggybacking on the red-hot M&A wave that India is currently riding on, I believe it’s only a matter of time,” HDFC Bank Chairman Deepak Parekh said at a conference this week. M&A volume so far in 2007 has already hit an annual record of $50 billion; Parekh believes the total will surpass $100 billion by the end of the year.
Read More >>> Forbes.com article
