作者 |
又一个SPAC 宣告失败 |
|
Diamondhorse
警告次数: 1
头衔: 海归中将 声望: 博导 性别: 加入时间: 2005/11/01 文章: 4896
海归分: 442560
|
|
作者:Diamondhorse 在 海归商务 发贴, 来自【海归网】 http://www.haiguinet.com
SHINE MEDIA 是一家特殊目的并购公司(SPAC), 两年前在OTCBB 上市, 募集了几千万美元, 前一阵宣布与位于江苏的园艺公司合并. 公司在上海淮海路有办公室.
由于华尔街的金融风暴, 该公司前不久对投资方作出重大让步, 甚至答应在并购通过后, 给每一公共股再分配一美元红利. 把原本PURCHASE AGREEMENT 中的
TERMS 修改了不少. 已经差不多跪下了.
但是, 对冲基金对此并不动容. 最近公司股东大会投票, 仍然压倒多数否决了此并购案. SHINE MEDIA 的管理层似乎不知道, 对冲们自己日子不好过, 不少对冲, 已经不能 MEET REDEMPTION REQUESTS. 怎么可能还把钱给你做中国的 DEAL?
ROTH 最近在LAS VEGAS 召开中国主题的投资会议, 参加者寥寥无几. 说明当今世界, 美国经济衰退, 对大家都会有影响.
以下是从该公司8-K 所摘下
On December 26, 2008, Shine Media Acquisition Corp. (the "Company") held a previously disclosed special meeting of its stockholders to consider and vote upon the following proposals. The voting results for each proposal is also given below.
Proposal No. 1 - To adopt the securities purchase agreement, dated as of May 8, 2008, as amended, among the Company, Green China Resources, Inc., a company formed under the laws of the British Virgin Islands and the wholly owned subsidiary of the Company ("Green China"), China Greenscape Co., Ltd. ("China Greenscape"), and the holders of all the common stock of China Greenscape, and the transactions contemplated thereby (the "Business Combination"). Of the 8,210,304 votes cast by the stockholders on the proposal at the special meeting, 68,900 votes where cast in favor of the proposal, 8,141,404 votes were cast against the proposal and 0 votes were cast in abstention.
Proposal No. 2 - The merger of the Company with and into Green China, for the purposes of reincorporation and redomestication of the Company into the British Virgin Islands (the "Redomestication Merger"). Of the 8,210,304 votes cast by the stockholders on the proposal at the special meeting, 227,400 votes where cast in favor of the proposal, 7,887,404 votes were cast against the proposal and 95,500 votes were cast in abstention.
Proposal No. 3 - To adopt the Shine Media 2008 Performance Equity Plan. Of the 8,210,304 votes cast by the stockholders on the proposal at the special meeting, 2,028,333 votes where cast in favor of the proposal, 6,086,471votes were cast against the proposal and 95,500 votes were cast in abstention.
Proposal No. 4 - To approve the dissolution of the Company and adopt a proposed plan of liquidation in the event the Company has not received the requisite stockholder vote to approve the Business Combination with China Greenscape and the Redomestication Merger. Of the 8,210,304 votes cast by the stockholders on the proposal at the special meeting, 5,378,080 votes where cast in favor of the proposal, 2,825,224 votes were cast against the proposal and 7,000 votes were cast in abstention.
The Company did not receive the requisite stockholder vote to approve the Business Combination and the Redomestication Merger, and will not satisfy the closing conditions for the acquisition of China Greenscape, and was unable to consummate a business combination by December 27, 2008. Pursuant to Proposal No. 4 and as set forth in the Company's Certificate of Incorporation, the officers of the Company will proceed to take action to dissolve the Company and distribute the funds in the Company's trust account to those stockholders holding shares of the Company's common stock sold in the Company's initial public offering. As stated in its prior disclosure, the process of dissolution will take time, and management cannot currently determine when it will commence distribution of the funds in the Company's trust account.
作者:Diamondhorse 在 海归商务 发贴, 来自【海归网】 http://www.haiguinet.com
|
|
|
返回顶端 |
|
|
|
- 又一个SPAC 宣告失败 -- Diamondhorse - (3480 Byte) 2008-12-31 周三, 23:45 (1255 reads)
|
|
|
您不能在本论坛发表新主题, 不能回复主题, 不能编辑自己的文章, 不能删除自己的文章, 不能发表投票, 您 不可以 发表活动帖子在本论坛, 不能添加附件不能下载文件, |
|
|