The SPAC Wire

Helikos S.E. fell short of its targeted proceeds to raise €200 million ($272.4 million) in its initial public offering yesterday on the Frankfurt Stock Exchange.

Earlier this week, Luxembourg-based Helikos cut the amount of its IPO by 20%. It had originally planned to raise €250 million.

Helikos, underwritten by Deutsche Bank and HSBC Trinkaus & Burkhardt, is looking to acquire a German company with an enterprise value of between €300 million and €1 billion.

I-Bankers Securities acted as co-manager and Montana Partners acted as selling agent.

Source: Press Release, Press Release

The London-based hedge fund Arrowgrass Capital Partners purchased a 9.4% stake in Atlas Acquisition Corp., according an ownership filing from yesterday.

Atlas, which is acquiring Select Staffing, will hold its shareholder vote on Feb. 12.
Filing: 13D

CS China Acquisition Corp. said today that it completed its acquisition of Asia Gaming & Resort, which owns two high-end gaming facilities in Macau, China.

Asia Gaming will be left with about $3 million after payments to stockholders voting against the merger and forward contracts.

CS China raised $33 million in its initial public offering in August 2008.

Source: Press Release

Shareholders voted down Overture Acqusition Corp.'s acquisition of JNL Bermuda, a subsidiary of Texas-based Jefferson National Life Insurance Co. today.

The SPAC will begin making plans to liquidate.

Source: Press Release

BBV Vietnam S.E.A. Acquisition Corp. will ask shareholders for a year-long extension on Feb. 12.

If approved, the extension would give the $36 million SPAC until Feb. 13, 2011 to complete a merger.

The SPAC announced a non-binding letter of intent last year with Woodland Hills, Calif.-based cosmetics company Migami Inc.

Source: Press Release

Certain unnamed shareholders of Service1st Bank of Nevada agreed to vote all of their stock in favor of the bank's merger with Western Liberty Bancorp, formerly Global Consumer Acquisition Corp.

Filing: 8-K

ARMOUR Residential REIT, formerly the SPAC Enterprise Acquisition Corp., said this week that its securities will be delisted from the NYSE Amex Stock Exchange for not meeting minimum market cap and shareholder requirements.

ARMOUR is applying to have its shares and warrants listed on the Nasdaq Stock Market.

Shares traded earlier today at $7.40 and warrants last traded yesterday at 17 cents.

Source: Press Release

Shareholders of BPW Acquisition Corp. will vote on Feb. 24 to approve the SPAC's recapitalization of women's retailer The Talbots.

Filing: DEFM14A

AutoChina International, which merged with Spring Creek Acquisition Corp. in April, said last week that it has redeemed the last of its outstanding warrants, bringing in a total of $20.4 million.

Source: Press Release

Overture Acquisition Corp. postponed its shareholder vote today after arranging forward contracts with certain stockholders holding 5 million shares and striking a deal with hedge fund Victory Park Capital Advisors to purchase up to 2 million shares.

Overture shareholders will now vote on Friday on the SPAC's $120 million deal with JNL Bermuda, a subsidiary of Texas-based Jefferson National Life Insurance Co.

Overture Acquisition Corp. said today that it signed an agreement with Victory Park Capital Advisors for the hedge fund to purchase up to 2 million of the SPACs shares.

Victory Park will earn a fee of 1.5% of the purchase price of the shares it buys.

Overture has $10.04 per share in trust. Its stock closed at $9.58 today. Warrants more than doubled from 11 cents to 23 cents on the news.

The shareholder vote is set for tomorrow for Overture's acquisition of JNL Bermuda, a subsidiary of Texas-based Jefferson National Life Insurance Co.

Cullen Agricultural Holding Corp., formerly Triplecrown Acquisition Corp., received the last of the signed agreements from the SPAC's underwriters, Citigroup Global Markets, Jefferies & Co., Ladenburg Thalmann & Co., and Broadband Capital Management, in which the banks opted out of $19.3 million in underwriting fees and commissions.

Filing: 8-K

Luxury travel company Ultimate Escapes was given its second delisting warning from the NYSE Amex Stock Exchange since completing its merger with Secure America Acquisition Corp. in October.

Source: Press Release

Workers compensation risk management company Patriot Risk Management filed updated terms for its initial public offering this week.

In October, a merger between Patriot and the SPAC Inter-Atlantic Financial fell through.

Patriot's IPO, which is being managed by FBR Capital Markets, Macquarie Capital and Oppenheimer & Co., will raise up to $234.6 million with over-allotments.

A merger with the $68.6 million SPAC would have generated considerably fewer funds for Patriot.

Patriot will sell up to about 19.6 million shares at between $10 and $12, and will trade on the New York Stock Exchange. It had previously filed for an IPO before the SPAC deal.

Renaissance Capital is reporting that the offering will price the first week of February.

Sources: S-1/A, Renaissance Capital

Atlas Acquistion Corp. said today that its shareholders approved an extension for the SPAC as it works on its merger with Koosharem Corp., the owner of Santa Barbara, Calif.-based employment agency Select Staffing.

Atlas now has until Feb. 16 to complete the transaction. It will hold its merger vote on Feb. 12.

Source: Press Release

Shareholders of Asia Special Situation Acquisition Corp. approved the SPAC's acquisition of a majority stake in property and casualty insurer Allied Provident Insurance Co. and assets of the hedge funds Weston Capital Asset Management and Stillwater Funds.

Prior to the vote the SPAC said it entered into forward contract agreements with some of its shareholders for about 2.8 millions for about $28.2 million. It also had an agreement with Victory Park Capital Advisors for the hedge fund to buy up 7.5 million shares.

Sources: Press Release, Press Release, Press Release

Sports Properties Acquisition Corp. said today that it will not go through with its merger with Medallion Financial Corp. and will liquidate instead.

Source: Press Release

A new SPAC, Helikos SE, is planning to raise €250 million ($362 million) in an initial public offering on the Frankfurt Stock Exchange in February.

Helikos said in a statement yesterday that it will be looking to acquire a Germany-based company with an enterprise value of between €300 million and €1 billion.

Helikos, based in Luxembourg, was started by the investment firm Wendel, Hermann Simon. Roland Lienau, a managing director at Wendel, will work on the SPAC.

Deutsche Bank is underwriting the offering. Lienau is a former co-head of equity capital markets at Deutsche Bank.

Wendel will invest €10 million in Helikos through a private purchase of 10 million warrants.

Source: Press Release

North Asia Investment Corp. said it plans to merge with Pacific City Financial Corp., a Los Angeles-based bank with $534 million in total assets and $54 million in total equity, including $16 million in equity from the Troubled Asset Relief Program.

Pacific City is focused on the region's Korean community and currently trades on the Bulletin Board.

North Asia Investment, a $50 million SPAC, is based in Korea.

Pacific City will issue up to about 18.5 million common shares, or about 70.6% of its shares outstanding post-merger, to North Asia shareholders.

Pacific City last traded on Dec. 14 at $3.10 valuing the equity at about $57.4 million.

The deal extends the SPAC's business combination by six months to the end of July.
Filing: 6-K

Chardan 2008 China Acquisition Corp. said yesterday that its shareholders approved the SPAC's acquisition of mortgage and real estate processing servicer DAL Group.

Less than 0.5% of the shareholders elected to redeem their shares for cash.

Source: Press Release