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MWRX > SEC Filings for MWRX > Form 8-K on 9-Jul-2013All Recent SEC Filings




Other Events, Financial Statements and Exhibits

Item 8.01 Other Events

On July 2, 2013, the Company consummated the initial public offering (the "IPO") of 6,600,000 shares (the "Public Shares") of common stock, $.0001 par value per share ("Common Stock"). The shares of Common Stock were sold at an offering price of $8.00 per share, generating gross proceeds of $52,800,000.

Simultaneously with the consummation of the IPO, the Company consummated the private placement ("Private Placement") of 634,250 shares of Common Stock ("Sponsors' Shares") at a price of $8.00 per share, generating total gross proceeds of $5,074,000, to certain of its initial stockholders. The Sponsors' Shares are identical to the shares of Common Stock sold in the IPO. The purchasers of the Sponsors' Shares have agreed, however, (A) to vote their Sponsors' Shares in favor of any proposed business combination, and (B) not to convert any Sponsors' Shares in connection with a stockholder vote to approve the Company's proposed initial business combination. Additionally, the purchasers have agreed not to transfer, assign or sell any of the Sponsors' Shares (except to certain permitted transferees) until 30 days after the completion of the Company's initial business combination.

The Company has deposited $55,176,000 (including the $5,074,000 from the Private Placement), or $8.36 per Public Share, into a trust account maintained by Continental Stock Transfer & Trust Company acting as the trustee (the "Trust Account").

An audited balance sheet as of July 2, 2013 and accompanying notes reflecting receipt of the proceeds upon the consummation of the IPO and the Private Placement are attached hereto as Exhibit 99.1 to this Current Report on Form 8-K.

In connection with the IPO, the Company granted the underwriters a 45-day option to purchase up to an additional 990,000 Public Shares to cover over-allotments. On July 3, 2013, the underwriters elected to exercise the over-allotment option to the full extent of 990,000 Public Shares. The Company closed the sale of the Public Shares pursuant to the over-allotment option on July 8, 2013 and received proceeds, net of the underwriters' discount, of $7,642,800. Simultaneously with the closing of the sale of the Public Shares pursuant to the over-allotment option, the Company raised an additional $633,600 through the sale of an additional 79,200 Sponsors' Shares in a private placement to maintain in the Trust Account an amount equal to $8.36 per Public Share sold. The Company deposited all of the net proceeds of these sales, or $8,276,400, in the Trust Account. As of July 8, 2013, the Company holds a total of $63,452,400 in the Trust Account, or $8.36 per Public Share.

Copies of the press releases issued by the Company announcing the closing of the IPO and the over-allotment option are included as Exhibits 99.2 and 99.3, respectively, to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

99.1 Audited Balance Sheet as of July 2, 2013

99.2 Press Release dated July 2, 2013 announcing closing of IPO
99.3 Press Release dated July 8, 2013 announcing closing of over-allotment option

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