0001213900-12-006537.txt : 20121130 0001213900-12-006537.hdr.sgml : 20121130 20121130172215 ACCESSION NUMBER: 0001213900-12-006537 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20121130 FILED AS OF DATE: 20121130 DATE AS OF CHANGE: 20121130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Collabrium Japan Acquisition Corp CENTRAL INDEX KEY: 0001548281 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35698 FILM NUMBER: 121235539 BUSINESS ADDRESS: STREET 1: C/O COLLABRIUM ADVISORS LLP STREET 2: 16 OLD BOND STREET CITY: LONDON STATE: X0 ZIP: W1S 4PS BUSINESS PHONE: 44-20-7408-4710 MAIL ADDRESS: STREET 1: C/O COLLABRIUM ADVISORS LLP STREET 2: 16 OLD BOND STREET CITY: LONDON STATE: X0 ZIP: W1S 4PS 6-K 1 f6k1112_collabriumjapan.htm REPORT OF FOREIGN PRIVATE ISSUER f6k1112_collabriumjapan.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934

For the month of: November 2012

Commission File Number: 001-35698

COLLABRIUM JAPAN ACQUISITION CORPORATION
(Translation of registrant’s name into English)

16 Old Bond Street, London W1S 4PS
(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.  Form 20-F x  Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): _____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): _____

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.  Yes o  No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-___________.

 
 

 
 
On October 24, 2012, Collabrium Japan Acquisition Corporation (the “Company”) consummated the initial public offering (“IPO”) of 4,000,000 of its units (“Units”).  Each Unit consisted of one ordinary share, no par value per share (“Ordinary Share”), and one Warrant (“Warrant”), to purchase one Ordinary Share at an exercise price of $11.50 per share.  Simultaneously with the consummation of the IPO, the Company consummated the private placement (“Private Placement”) of 3,600,000 warrants (“Private Placement Warrants”) at a price of $0.75 per Private Placement Warrant, generating total proceeds of $2,700,000.
 
On November 29, 2012, the Company consummated the closing of the sale of 200,000 Units which were sold subject to the underwriter’s over-allotment option.  The underwriter has indicated to the Company that it will not be exercising the remaining portion of the over-allotment option.  As a result, the Company’s initial shareholders will be required to forfeit an aggregate of 133,333 ordinary shares issued to them prior to the IPO.
 
The 4,200,000 Units sold in the IPO, including the 200,000 Units sold subject to the over-allotment option, were sold at an offering price of $10.00 per Unit, generating total gross proceeds of $42,000,000.  Of the gross proceeds of the IPO and Private Placement, $43,370,000 (or approximately $10.33 per share) was placed in trust.
 
A copy of the press release issued by the Company announcing the consummation of the sale of the Units subject to the over-allotment option is included as Exhibit  99.1 to this Report of Foreign Private Issuer on Form 6-K.
 
 
2

 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated: November 30, 2012
COLLABRIUM JAPAN ACQUISITION CORPORATION
 
       
 
By:
/s/ Koji Fusa
 
   
Name: Koji Fusa
 
    Title: Chief Executive Officer  
 
 
3

 
 
EXHIBIT INDEX

Exhibit
 
Description
 
       
99.1    Press release.
 
 
 
4

EX-99.1 2 f6k1112ex99i_collabriumjapan.htm PRESS RELEASE. f6k1112ex99i_collabriumjapan.htm
Exhibit 99.1
 
Contacts:
Andrew Williams
Koji Fusa
Collabrium Japan Acquisition Corporation
44-20-7408-4710
81-90-7220-7746
info@collabriumcapital.com

FOR IMMEDIATE RELEASE
 
COLLABRIUM JAPAN ACQUISITION CORPORATION
COMPLETES PORTION OF OVER-ALLOTMENT OPTION
 
London, November 30, 2012 – Collabrium Japan Acquisition Corporation (Nasdaq: JACQU) (the “Company”) announced today that it has completed the sale of 200,000 units pursuant to the 45-day over-allotment option granted to the underwriter in its initial public offering to purchase up to an additional 600,000 units.  Each unit consists of one ordinary share and one warrant.  The units sold pursuant to the over-allotment option were sold at an offering price of $10.00 per unit, generating gross proceeds of $2,000,000.  Including the net proceeds from the partial exercise of the over-allotment option, a total of $43,370,000 (or approximately $10.33 per unit sold in the initial public offering including the over-allotment option) has been placed in trust for the benefit of public shareholders.  The PrinceRidge Group LLC acted as sole underwriter of the initial public offering.  Graubard Miller acted as U.S. counsel to the Company, Ogier acted as British Virgin Islands counsel to the Company and Ellenoff Grossman & Schole LLP acted as counsel to the underwriter.  Copies of the final prospectus relating to the offering may be obtained for free by visiting the U.S. Securities and Exchange Commission website at http://www.sec.gov.  Alternatively, a copy of the prospectus relating to the offering may be obtained from The PrinceRidge Group LLC, 1633 Broadway, 28th Floor, New York, New York 10019, Attn: Ryan Brining.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Collabrium Japan Acquisition Corporation is a blank check company organized for the purpose of acquiring, engaging in a share exchange, share reconstruction and amalgamation, contractual control arrangement with, purchasing all or substantially all of the assets of, or any other similar business combination with, one or more businesses or entities. The Company’s efforts to identify a prospective target business will not be limited to any particular industry or geographic region, although the Company intends to focus its search for target businesses that either have their primary operations located in Japan or that are operating outside of Japan but are Japanese owned.

Forward Looking Statements

This press release includes forward-looking statements that involve risks and uncertainties.  Forward looking statements are statements that are not historical facts.  Such forward-looking statements, based upon the current beliefs and expectations of the Company’s management, are subject to risks and uncertainties, which could cause actual results to differ from the forward looking statements.

#  #  #