-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BZlYyaCggAV1yqSNz71XsW+4OYd5vUvHX0gi+QA30On/og47P7/Rvham7brK+Egc zS55FCogufyLxWX1zGboOg== 0001132413-08-000110.txt : 20081015 0001132413-08-000110.hdr.sgml : 20081015 20081015211102 ACCESSION NUMBER: 0001132413-08-000110 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081013 FILED AS OF DATE: 20081015 DATE AS OF CHANGE: 20081015 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SP Acquisition Holdings, Inc. CENTRAL INDEX KEY: 0001393718 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 208523583 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 520-2300 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ENGLANDER ISRAEL A CENTRAL INDEX KEY: 0001017456 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33711 FILM NUMBER: 081126232 BUSINESS ADDRESS: BUSINESS PHONE: 2123767158 MAIL ADDRESS: STREET 1: C/O MILLENNIUM MANAGEMENT, L.L.C. STREET 2: 666 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MILLENNIUM MANAGEMENT, L.L.C. CENTRAL INDEX KEY: 0001273087 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33711 FILM NUMBER: 081126233 BUSINESS ADDRESS: STREET 1: 666 FIFTH AVE STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10103-0899 BUSINESS PHONE: (212) 841-4100 MAIL ADDRESS: STREET 1: 666 FIFTH AVE STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10103-0899 FORMER NAME: FORMER CONFORMED NAME: MILLENNIUM MANAGEMENT LLC DATE OF NAME CHANGE: 20031212 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MILLENCO, L.L.C. CENTRAL INDEX KEY: 0001132413 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33711 FILM NUMBER: 081126234 BUSINESS ADDRESS: STREET 1: C/O MILLENNIUM MANAGEMENT, L.L.C. STREET 2: 666 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10103 BUSINESS PHONE: (212) 841-4100 MAIL ADDRESS: STREET 1: C/O MILLENNIUM MANAGEMENT, L.L.C. STREET 2: 666 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10103 FORMER NAME: FORMER CONFORMED NAME: MILLENCO, L.P./NY DATE OF NAME CHANGE: 20050310 FORMER NAME: FORMER CONFORMED NAME: MILLENCO LP/NY DATE OF NAME CHANGE: 20010111 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2008-10-13 0001393718 SP Acquisition Holdings, Inc. DSP 0001132413 MILLENCO, L.L.C. C/O MILLENNIUM MANAGEMENT LLC 666 FIFTH AVENUE, 8TH FLOOR NEW YORK NY 10103-0899 0 0 1 0 0001273087 MILLENNIUM MANAGEMENT, L.L.C. 666 FIFTH AVENUE, 8TH FLOOR NEW YORK NY 10103-0899 0 0 0 1 May be deemed a group member. 0001017456 ENGLANDER ISRAEL A C/O MILLENNIUM MANAGEMENT, L.L.C. 666 FIFTH AVENUE, 8TH FLOOR NEW YORK NY 10103-0899 0 0 0 1 May be deemed a group member. Common Stock 2008-10-13 4 P 0 500 8.90 A 6019050 D As of the date of this filing, Millenco LLC, a Delaware limited liability company ("Millenco"), is the beneficial owner of 6,019,050 shares of common stock, par value $0.001 per share ("Common Stock") of SP Acquisition Holdings, Inc. (the "Issuer"), of which 1,785,250 are a constituent part of the Issuer's units ("Units"), of which Millenco holds 1,785,250. Each Unit consists of one share of Common Stock and one warrant to purchase the Issuer's Common Stock ("Warrant"). Each Warrant entitles the holder to purchase one share of the Issuer's Common Stock at a price of $7.50. The Warrants will become exercisable on the later of one year from the date of the final prospectus relating to the Issuer's initial public offering or the Issuer's completion of a business combination, provided in each case that the Issuer has an effective registration statement covering the shares of Common Stock issuable upon the exercise of the Warrants and a current prospectus relating to them is available. The Warrants will expire five years from the date of the Issuer's prospectus, dated October 10, 2007, or earlier upon redemption. As of the date of this filing, the Issuer has not announced the completion of a business combination and therefore, the Warrants are not currently exercisable. In addition to the 1,785,250 Warrants held by Millenco as a constituent part of the Units, Millenco holds an additional 1,376,100 Warrants, which are also not currently exercisable. Catapult Partners, Ltd., an affiliate of the Reporting Persons, holds 1,017,500 Warrants, which are also not currently exercisable. Millennium Management LLC, a Delaware limited liability company ("Millennium Management"), is the manager of Millenco, and consequently may be deemed to have shared voting control and investment discretion over securities owned by Millenco. Israel A. Englander ("Mr. Englander") is the managing member of Millennium Management. As a result, Mr. Englander may be deemed to have shared voting control and investment discretion over securities deemed to be beneficially owned by Millennium Management. The foregoing should not be construed in and of itself as an admission by Millennium Management or Mr. Englander as to beneficial ownership of the shares owned by Millenco. The foregoing should not be construed in and of itself as an admission by Millennium Management or Mr. Englander as to beneficial ownership of the shares owned by Millenco. Mark Meskin, Chief Executive Officer 2008-10-14 EX-99 2 dspjfa20081013.txt JOINT FILER INFORMATION EXHIBIT 99 - JOINT FILER INFORMATION Name: Millennium Management LLC Address: 666 Fifth Avenue, 8th Floor New York, NY 10103 Designated Filer: Millenco LLC Issuer & Ticker Symbol: SP Acquisition Holdings, Inc. (DSP) Date of Event Requiring Statement: 10/13/2008 Signature: MILLENNIUM MANAGEMENT LLC By: /s/ David Nolan ------------------------------------ Name: David Nolan Title: Co-President Name: Israel A. Englander Address: c/o Millennium Management LLC 666 Fifth Avenue, 8th Floor New York, NY 10103 Designated Filer: Millenco LLC Issuer & Ticker Symbol: SP Acquisition Holdings, Inc. (DSP) Date of Event Requiring Statement: 10/13/2008 Signature: /s/ Israel A. Englander by David Nolan pursuant to a Power of Attorney filed with the SEC on June 6, 2005 -------------------------------------------- Israel A. Englander -----END PRIVACY-ENHANCED MESSAGE-----