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SUBSEQUENT EVENTS
9 Months Ended
Sep. 30, 2015
Subsequent Events [Abstract]  
Subsequent Events [Text Block]
9.
SUBSEQUENT EVENTS
 
At the October Extension Meeting on October 23, 2015, the stockholders approved amendments to the Company’s amended and restated certificate of incorporation to extend the date by which the Company must consummate its initial business combination from October 24, 2015 to November 24, 2015 (or, if the Extension Proposal is approved, December 24, 2015). In accordance with our amended and restated certificate of incorporation, in connection with the October Extension Meeting and the approval of the amendments to the Company’s amended and restated certificate of incorporation, our public stockholders were entitled to redeem their Common Stock for cash equal to their pro rata share of the aggregate amount then on deposit in the Trust Account, including any amounts representing interest earned on the Trust Account, less any interest released to the Company to pay franchise or income taxes. Our stockholders redeemed 3,209,123 shares of our Common Stock at a price of $10.61 per share, for a total redemption of approximately $34,048,795 that was effected on October 27, 2015. In addition, in connection with the October Extension Meeting, on October 23, 2015, the Company issued a non-interest bearing promissory note to the Sponsor for an aggregate of approximately $56,296. The Company used the proceeds from the note to deposit $0.02 per share that was not redeemed in the Trust Account. The note will be repaid on the earlier of (1) November 24, 2015 (or, if the Extension Proposal is approved, December 24, 2015), or (2) immediately following consummation of the Company’s initial Business Combination. After giving effect to the redemptions and the additional deposit, there was approximately $29,921,377 in the Trust Account as of October 30, 2015, or approximately $10.63 per public share.
 
The Company entered into an Amended and Restated Backstop Purchase Agreement, dated as of October 17, 2015, (the ‘‘Backstop Purchase Agreement’’) with the Sponsor. The Backstop Purchase Agreement grants the Sponsor the right to purchase shares of Common Stock, at a price of $10.61 per share (the ‘‘Backstop Purchase’’). The purchase right can be exercised only in the event, and to the extent, that the Company will not meet the Threshold Cash Amount. The term ‘‘Threshold Cash Amount’’ means $20,000,000 in cash available to the Company from (1) the Trust Account at the closing of the Business Combination following the payment in full to Public Stockholders who have requested to be redeemed in connection with the closing of the Business Combination, and (2) the payment of any aggregate purchase price for the Backstop Purchase. 
 
On October 8, 2015, the Company declared a dividend of one share of Common Stock for every 1.06 shares of Common Stock (the ‘‘Dividend Shares’’) payable to stockholders of record immediately following the consummation of the Business Combination with STG, which is expected to occur on November 13, 2015. The Sponsor, with respect to the shares of Common Stock currently held by the Sponsor and any shares that may be acquired by the Sponsor upon any conversion of the convertible promissory notes currently held by the Sponsor, and STG Stockholders have agreed to forfeit any Dividend Shares they would be entitled to in exchange for no consideration. The Sponsor has not forfeited any right to receive any Dividend Shares in respect of any of the shares it acquires pursuant to the Backstop Purchase. Payment of the Dividend Shares is contingent upon the closing of the Business Combination and will be made as soon as practicable after the closing of the Business Combination.
 
On October 8, 2015, we issued a non-interest bearing convertible promissory note to the Sponsor amounting to $1,250,000. The convertible note is due on the earlier of (1) November 24, 2015 (or, if the Extension Proposal is approved, December 24, 2015), and (2) immediately following the consummation of the initial Business Combination. At the Sponsor’s election, following the consummation of a Business Combination, the note will convert into Common Stock at the greater of (1) $10.00 per share, and (2) the 30 day trailing average of the closing price per share.