Happy Hour Update: GLAC, FLLCU, a New SPAC and Where’s OPES?

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Happy Hour Update: GLAC, FLLCU, a New SPAC and Where’s OPES?

Oct 21, 2019 INTEL by Kristi Marvin

It’s Monday madness…In no particular order, the below is a summary of this afternoon’s SPAC news.


GREENLAND ACQUISITION CORP. (GLAC)

Greenland Acquisition Corp. (GLAC) filed an 8-K this evening announcing the termination of $5 million of their $6 million PIPE/Backstop agreement.

The original PIPE was for an aggregate of $6,000,000 at a price of $10.25 per share, but the PIPE investors were also given the right to purchase shares in open market purchases or privately negotiated transactions with third parties (the “Backstop Shares”).  These Backstop Share, which, if held and not redeemed, would have reduced the number of ordinary shares required to be purchased by the PIPE Investors in the PIPE Financing. However, there were apparently two Subscription Agreements that were entered into with the PIPE Investors, one of which provided for $1,000,000 of the PIPE Financing, and the other for $5,000,000 of the PIPE Financing (the “$5M Agreement”).

Effective October 17, 2019, the Company and the subscriber which entered into the $5M Agreement mutually agreed to terminate the $5M Agreement pursuant to a termination agreement (the “Termination Agreement”).  

This could possibly explain why Greenland needed to adjourn their shareholder vote, but it’s still unclear if they will be able to go to a vote on the rescheduled date of October 24th.  If GLAC is facing a significant enough number of redemptions, they may need to find another backstop and whether they are able to do that before the vote this Thursday, is anybody’s guess. If not, GLAC will need to contribute an additional $0.10 to trust on Friday, October 25th, to extend a further three months. Plus, given the amount of scrutiny Nasdaq is giving low float companies these days, GLAC might also need additional time to make sure they have the required number of shareholders to maintain their listing.  Alternatively, the amount of redemptions might not be a factor and the reason for the adjournment was simply to 8-K this announcement.  Hard to say.  Stay tuned for further developments…


FELLAZO INC. (FLLCU)

Fellazo Inc. (FLLCU), finally resolved their listing issues with the Nasdaq.  As background on the situation, on August 23rd, the Nasdaq determined that FLLCU did not meet their listing requirements and moved to delist FLLCU. This was due to not meeting the 300 round lot shareholder requirement.  However, FLLCU appealed that decision on September 17th and on October 16th, the Panel granted Fellazo’s request based on its finding that the Company has now met the requirements for listing.  As a result of the Decision, the Company’s units will continue to trade on The Nasdaq Capital Market.  Now that the listing issue has been resolved, look for Fellazo to split its unit shortly.


GREENVISION ACQUISITION CORP.

Another new IPO filed tonight with GreenVision Acquisition Corp., a $50 million life sciences/healthcare SPAC that will be looking for companies primarily China, but also Asia and North America.  The headline terms are:  12 months + 3 months + 3 months, 100% in trust, Units:  1 share + 1 full warrant + 1 right (1/10).  I-Bankers is sole book-runner.

More details in a full write-up after having had a chance to read the prospectus.


OPES ACQUISITION CORP. (OPES)

OPES watch continues….Still no word as to whether they have extended or will be liquidating.  At this point, it will be a hallelujah moment if we get any news.

 

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