Electrum Special Acquisition Corporation Announces Contribution to Trust Account
January 22 2018 - 3:30PM
Business Wire
Electrum Special Acquisition Corporation (NASDAQ:ELEC), a blank
check acquisition company (the “Company”) previously announced that
it will hold a special meeting in lieu of the 2018 annual general
meeting of shareholders on February 2, 2018 at 10:30 a.m., local
time, at the offices of Greenberg Traurig, LLP, located at the
MetLife Building, 200 Park Avenue, New York, New York 10166 to vote
on (i) an amendment (the “Extension Amendment”) to the Company’s
Memorandum and Articles of Association to extend the date by which
the Company has to consummate a business combination (the
“Extension”) for an additional four months, from February 5, 2018
to June 5, 2018 (the “Extended Date”); (ii) an amendment (the
“Trust Amendment”) to the Company’s investment management trust
agreement, dated June 10, 2015, as amended, by and between the
Company and Continental Stock Transfer & Trust Company to
extend the date on which to commence liquidating the trust account
(the “Trust Account”) established in connection with the Company’s
initial public offering in the event the Company has not
consummated a business combination by the Extended Date; (iii) a
proposal to re-elect (the “Director Proposal”) two directors to the
Company’s board of directors, with each such director to serve
until the third annual general meeting of shareholders following
the Special Meeting or until his successor is elected and
qualified; and (iv) a proposal to ratify the selection by the
Company’s Audit Committee of WithumSmith+Brown, PC to serve as the
Company’s independent registered public accounting firm for the
fiscal years ending November 30, 2017 and 2018 (the “Auditor
Proposal”).
The Company today announced that its sponsor has agreed to
contribute to the Company as a loan $0.035 for each public share
that is not redeemed in connection with the shareholder vote to
approve the Extension, for each calendar month, or portion thereof,
that is needed by the Company to complete a business combination
(the “Contribution”). The Extension will allow the Company until
the Extended Date to complete a business combination.
The Contribution will increase the pro rata portion of the funds
available in the Trust Account in the event of the consummation of
a business combination or liquidation from approximately $10.29 per
share to approximately $10.43 per share, assuming the Company takes
the entire time through June 5, 2018 to complete a business
combination. If the Extension is implemented, the Company’s sponsor
will make the first Contribution on or before February 17, 2018. If
the Company’s sponsor determines not to continue extending for
additional calendar months, its obligation to make additional
Contributions will terminate and the Company will dissolve and
liquidate in accordance with its Memorandum and Articles of
Association.
About Electrum Special Acquisition Corporation
Electrum Special Acquisition Corporation is a blank check
company formed for the purpose of acquiring, engaging in a share
exchange, share reconstruction and amalgamation, purchasing all or
substantially all of the assets of, entering into contractual
arrangements, or engaging in any other similar business combination
with one or more businesses or entities.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words such as
“anticipate”, “believe”, “expect”, “estimate”, “plan”, “outlook”,
and “project” and other similar expressions that predict or
indicate future events or trends or that are not statements of
historical matters. Such forward-looking statements include
statements concerning a potential business combination and
additional deposits into the Trust Account for the benefit of its
shareholders. These statements are based on the Company’s
management’s current expectations and beliefs, as well as a number
of assumptions concerning future events. Such forward-looking
statements are subject to known and unknown risks, uncertainties,
assumptions and other important factors, many of which are outside
of the Company’s control that could cause actual results to differ
materially from the results discussed in the forward-looking
statements. The Company cannot assure you that even if the
Extension Amendment is approved, it will be implemented or that the
Company’s sponsor will determine to make the Contribution.
Additional factors that could cause actual results to differ
materially from those expressed or implied in forward-looking
statements can be found in the Company’s definitive proxy statement
on Schedule 14A filed with the Securities and Exchange Commission
(the “SEC”) on January 12, 2018, annual report on Form 10-K for the
fiscal year ended November 30, 2016 and quarterly report on Form
10-Q for the quarterly period ended August 31, 2017, which are
available, free of charge, at the SEC’s website at www.sec.gov.
Additional Information about the Amendments and Where to Find
It
In connection with the proposed Extension Amendment, Trust
Amendment, Director Proposal and Auditor Proposal the Company filed
a definitive proxy statement with the SEC on January 12, 2018 and
thereafter commenced mailing the definitive proxy statement to its
shareholders as of the December 29, 2017 record date for the
special meeting. Investors and security holders of the
Company are advised to read the definitive proxy statement that was
filed with the SEC in connection with the Company’s solicitation of
proxies for its special meeting of shareholders to be held to
approve the proposed Extension Amendment, Trust Amendment, Director
Proposal and Auditor Proposal because the definitive proxy
statement contains important information about the proposed
Extension Amendment, Trust Amendment, Director Proposal and Auditor
Proposal. Shareholders may also obtain a copy of the definitive
proxy statement, as well as other relevant documents that have been
or will be filed with the SEC, without charge, at the SEC’s website
at www.sec.gov or by directing a request to: Electrum
Special Acquisition Corporation, c/o The Electrum Group LLC, 700
Madison Avenue, 5th Floor, New York, New York 10065, Attn: Eric N.
Vincent, Chief Executive Officer and Secretary.
If you have any questions or need assistance voting your shares,
please call our proxy solicitor, Morrow Sodali LLC at: Morrow
Sodali LLC, 470 West Avenue, Stamford, CT 06902, phone: (800)
662-5200 (banks and brokers call collect at: (203) 658-9400),
email: ELEC.info@morrowsodali.com.
Participants in Solicitation
The Company and certain of its directors, executive officers and
other members of its management and employees may be deemed to be
participants in the solicitation of proxies from the Company’s
shareholders. Information concerning the interests of the directors
and executive officers of the Company is set forth in the
definitive proxy statement filed with the SEC on January 12,
2018.
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version on businesswire.com: http://www.businesswire.com/news/home/20180122006550/en/
Gasthalter & Co.Nathaniel Garnick / Kevin FitzGerald,
212-257-4170
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