CM Seven Stars -CMSS, R, 1/2 W
Presentation Updated Feb 2019 - deal with Renren RENN to buy used car dealer.
Unit = 1c, 1 rt, 1/2 wt.
Trust = $10 ~$206mm 9/30/18 $209mm. $10.12?
1 Warrant + 11.50 > 1 share. Call 18.
18,000 Units upsized from 15,
Exp 1/31/19 - 15 months deadline adds $0.10 for additional 3 months.
Cayman Islands headquartered Hong Kong
Sponsor Shareholder Value Fund
Mr. Cannon was CEO and a director of DT Asia Acquisition Corp, a Nasdaq-listed SPAC, which successfully consummated its merger with a Chinese company, China Lending Corporation (NASD: CLDC).
*** Our efforts to identify a prospective target business will not be limited to a particular geographic region or industry.***
Our sponsor, Shareholder Value Fund, is a Cayman activist hedge fund controlled by its Board of Directors, which has selected CM Asset Management (Hongkong) Company Limited (“CMAM”) to serve as the investment manager for the fund. CMAM is a wholly owned subsidiary of China Minsheng Financial Holding Corporation Limited, a HKSE listed Company [Ticker: 245 HK] (“CMFH”). CMFH is a part of China Minsheng Investment Group Co. Ltd. (“CMIG”), founded in Shanghai in 2014. CMIG is a well-recognized financial company in China and has sizeable investments in industries such as new energy, aviation, healthcare and technology. CMIG aspires to be a wholly private sector competitor of China Investment Corporation, commonly considered to be the sovereign wealth fund of China.
***************Our initial shareholders paid an aggregate of $25,000, or approximately $0.007 per share, for the insider shares and, accordingly, you will experience immediate and substantial dilution from the purchase of our ordinary shares.
The difference between the public offering price per share and the pro forma net tangible book value per share after this offering constitutes the dilution to the investors in this offering. Our initial shareholders acquired their insider shares at a nominal price, significantly contributing to this dilution. Upon consummation of this offering, you and the other new investors will incur an immediate and substantial dilution of approximately 91.1% or $8.28 per share (the difference between the pro forma net tangible book value per share of $0.83, and the initial offering price of $10.00 per share). This is because investors in this offering will be contributing approximately 97.31% of the total amount paid to us for our outstanding securities after this offering but will only own approximately 79.7% of our outstanding securities. Accordingly, the per-share purchase price you will be paying substantially exceeds our per share net tangible book value.
Our sponsor has agreed to purchase an aggregate of 412,500 private units at a price of $10.00 per private unit ($4,125,000 in the aggregate) in a private placement that will occur simultaneously with the closing of this offering. It has further agreed that if the over-allotment option is exercised by the underwriters, it will purchase from us at a price of $10.00 per private unit an additional number of private units (up to a maximum of 45,000 private units) pro rata with the amount of the over-allotment option exercised so that at least $10.00 per share sold to the public in this offering is held in trust regardless of whether the over-allotment option is exercised in full or part.
Mr. Bing Lin, 45, has been our Chairman and Chief Executive Officer since July 2017 and director since November 2016. Mr. Lin has served as a Managing Director of CM Asset Management (Hongkong) Company Limited, the investment manager of our sponsor, since March 2016. From November 2014 to December 2015, Mr. Lin founded and ran Gaohui Fund, a pan-Asia long/short equity fund. From February 2012 to October 2014, Mr. Lin was an Executive Director and a member of the investment committee of Keywise Capital Management (HK) Limited. From November 2004 to December 2011, Mr. Lin was a Principal and Chief Investment Officer of MICH Investments Limited. From August 2004 to October 2005, Mr. Lin was a Portfolio Manager for SSgA’s Emerging Market Equity group. SSgA is one of the largest institutional asset managers worldwide. From September 2002 to July 2004, Mr. Lin was a research analyst of Joho Capital, LLC in New York. From January 1998 to August 2000, Mr. Lin was a CPA at Ernst & Young LLP in the United States. Mr. Lin received a B.A. in Accounting from Franklin University in 1996, an M.S. in accounting from Kent State University in 1997, and an MBA from the Harvard Graduate School of Business Administration in 2002. He lectures at Peking University as an Adjunct Professor and is a standing committee member of the Shanghai Finance Federation. Mr. Lin is well-qualified to serve as a director given his significant directorship experience, in-depth knowledge and experience in the Chinese and global capital markets, and his board experience in the finance sector for over 18 years.
Mr. Stephen N. Cannon, 49, has been our President, Chief Financial Officer and director since July 2017. Since October 2014, Mr. Cannon has been President of Everest Partners Limited, a privately owned investment firm, focused on Asian private investments. From June 2014 until July 2016, Mr. Cannon was CEO and a director of DT Asia Acquisition Corp, a Nasdaq-listed SPAC, which successfully consummated its merger with a Chinese company, China Lending Corporation (NASD: CLDC).