Inter-Atlantic Financial, Inc. Shareholders Vote Against Proposed Business Combination with Patriot Risk Management, Inc.
08 October 2009 - 7:26AM
Business Wire
Inter-Atlantic Financial, Inc. (NYSE Amex: IAN)
(“Inter-Atlantic”), a special purpose acquisition company, today
announced that a majority of its shareholders voted against the
proposed business combination with Patriot Risk Management, Inc.
(“Patriot”). As a result, the stock purchase agreement will be
terminated and pursuant to the terms of its amended and restated
certificate of incorporation, Inter-Atlantic’s corporate existence
will cease on October 9, 2009. The trustee will commence
liquidating the investments constituting the trust account and
distribute the proceeds to the public stockholders of
Inter-Atlantic in accordance with Inter-Atlantic’s amended and
restated certificate of incorporation, the Investment Management
Trust Agreement and applicable Delaware law.
Public shareholders are expected to receive approximately $7.96
per share upon liquidation. In accordance with Inter-Atlantic’s
amended and restated certificate of incorporation and the terms of
its initial public offering, no payments will be made with respect
to Inter-Atlantic’s outstanding warrants (which will expire
worthless) or to any of Inter-Atlantic’s initial stockholders with
respect to the shares owned by them prior to the initial public
offering. In addition, the underwriters of Inter-Atlantic’s initial
public offering will forfeit any rights or claims to their deferred
underwriting discounts and commissions held in the trust
account.
Andrew Lerner, Chief Executive Officer of Inter-Atlantic
commented that “while we are disappointed that our shareholders
voted against the transaction with Patriot, we respect that each
shareholder had the option to choose whether or not to exercise its
redemption rights. Our shareholders are expected to receive
approximately 99.5% of the price paid per unit in our 2007 IPO,
during a period when broad-based financial services stock indices
have fallen in excess of 50%.”
As a result of the termination of the proposed transaction, the
NYSE Amex is expected to suspend the trading of Inter-Atlantic’s
units, common stock and warrants.
Any further questions regarding Inter-Atlantic’s liquidation
should be directed to Shareholder Services at American Stock
Transfer & Trust Company at (718) 921-8124.
About Inter-Atlantic Financial, Inc.
Inter-Atlantic Financial, Inc. is a special purpose acquisition
company formed for the purpose of acquiring an operating business
in the financial services industry. For further information on
Inter-Atlantic Financial, please go to
http://www.interatlanticfinancial.com/.
Forward-Looking Statements
Any statements contained in this press release that do not
describe historical facts may constitute forward-looking statements
as that term is defined by the United States Private Securities
Litigation Reform Act of 1995. This press release may contain
certain forward-looking statements including statements with regard
to the future performance of IAN. Words such as “believes,”
“expects,” “projects,” "will" and “future” or similar expressions
are intended to identify forward-looking statements. Any such
forward-looking statements contained herein are based on current
expectations, but these forward-looking statements inherently
involve certain risks and uncertainties that may cause actual
results to differ materially from expectations such as material
adverse events affecting IAN and those other risks and
uncertainties that are detailed in the IAN’s Prospectus and other
filings with the SEC. IAN undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise.
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