-----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, GOduJVP5GZH/1VOnj2gE8xp1Jin80PzPq5T6W8/Z/anQkxa//yjOft8k36qUNt+K JrUhn7YEpN+5dgAfaKTUqg== 0000905148-06-005451.txt : 20060824 0000905148-06-005451.hdr.sgml : 20060824 20060824165055 ACCESSION NUMBER: 0000905148-06-005451 CONFORMED SUBMISSION TYPE: 10QSB/A PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060630 FILED AS OF DATE: 20060824 DATE AS OF CHANGE: 20060824 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Aldabra Acquisition CORP CENTRAL INDEX KEY: 0001310817 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 201918691 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-51150 FILM NUMBER: 061053469 BUSINESS ADDRESS: STREET 1: ROCKEFELLER CENTER STREET 2: 620 FIFTH AVENUE, 3RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 212-332-3555 MAIL ADDRESS: STREET 1: ROCKEFELLER CENTER STREET 2: 620 FIFTH AVENUE, 3RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 FORMER COMPANY: FORMER CONFORMED NAME: Aldabra CORP DATE OF NAME CHANGE: 20041207 10QSB/A 1 efc6-2219_5935250fm10qsb.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A Amendment No. 1 (Mark One) |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2006 OR | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________________ to _________________________
Commission File No. Name of Registrant or Co-Registrant in Charter IRS Employer Number - ------------------- ---------------------------------------------- ------------------- 000-51150 ALDABRA ACQUISITION CORPORATION 20-1918691 (Exact Name of Registrant as Specified in Its Charter)
Delaware - ------------------------------------------------------------------------------- (State or other Jurisdiction of Incorporation or organization of Registrant and Co-Registrants) c/o Terrapin Partners, LLC, Rockefeller Center, 620 Fifth Avenue, 3rd Floor New York, New York 10020 - ------------------------------------------------------------------------------- (Address of Principal Executive Offices of Registrant) (Zip Code) Registrant's Telephone number, including Area Code: (212) 332-3555 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes |X| No |_| Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes |X| No |_| As of August 14, 2006, 11,2000,000 shares of common stock, par value $.0001 per share, were issued and outstanding. Transitional Small Business Disclosure Format (check one): Yes |_| No |X| EXPLANATORY NOTE We are filing this Amendment No. 1 to our Quarterly Report for the quarterly period ended June 30, 2006 to include Exhibit 31 and Exhibit 32 therein, which were inadvertently omitted from the original filing of the Form 10-QSB. ALDABRA ACQUISITION CORPORATION QUARTER ENDED JUNE 30, 2006 Item 6. Exhibits: (a) Exhibits: 10.1 - Agreement and Plan of Merger by and among GLDD Acquisition Corp., the Registrant, Aldabra Merger Sub L.L.C. and certain representatives named therein, filed as an exhibit to the Current Report on Form 8- K filed on June 20, 2006. 31 - Section 302 Certification by CEO 32 - Section 906 Certification by CEO 2 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ALDABRA ACQUISITION CORPORATION Dated: August 24, 2006 /s/ Jason Weiss --------------------------- Jason Weiss Chief Executive Officer 3
EX-31 2 efc6-2219_5935250ex31.txt EXHIBIT 31 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I Jason Weiss, Chief Executive Officer, certify that: 1. I have reviewed this Quarterly Report on Form 10-QSB of Aldabra Acquisition Corporation; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial conditions, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report. 4. The small business issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the small business issuer and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter (the small business issuer's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting; and 5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer's internal control over financial reporting. /s/ Jason Weiss Dated: August 14, 2006 - ------------------------------------ Jason Weiss Chief Executive Officer (Principal Executive and Accounting and Financial Officer) E-1 EX-32 3 efc6-2219_5935250ex32.txt EXHIBIT 32 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Aldabra Acquisition Corporation (the "Company") on Form 10-QSB for the period ending June 30, 2006 (the "Report"), as filed with the Securities and Exchange Commission on the date hereof, I Jason Weiss, Chief Executive Officer of the Company, certify pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, that: 1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. By: /s/ Jason Weiss Dated: August 14, 2006 ------------------------------- Jason Weiss Chief Executive Officer (Principal Executive and Accounting and Financial Officer) E-2
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