SEC Form 4 · accession 0001094891-15-000165
Arowana Inc. · ARWA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gary Hui
Officer — CFO and CIO · Director
Period of report
May 12, 2015
Accepted (ET)
May 12, 2015 · 4:35 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001622577
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF2,F3,F1 | May 12, 2015 | P | 6,413 | $10.00 | A | 60,432 | I | by Beira Corp. |
| Ordinary SharesF1 | holding | — | — | — | 255,549 | I | by Beira Corp. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Right to Receive Ordinary ShareF2,F3,F1,F4,F5 | — | May 12, 2015 | P | 6,413 | A | — | — | Ordinary Share | 641 | 60,432 | I |
| Redeemable WarrantF2,F3,F1,F6,F7,F8 | — | May 12, 2015 | P | 6,413 | A | — | — | Ordinary Share | 3,207 | 60,432 | I |
Explanation of responses
- F1Beira Corp. is an entity controlled by Mr. Hui. Mr. Hui disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Hui is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
- F2Represents securities underlying units of the Issuer ("Unit"). Each Unit consists of one ordinary share, one right ("Right") to receive one-tenth of one ordinary share upon the consummation of the Issuer's initial business combination and one redeemable warrant ("Warrant") entitling the holder to purchase one-half of one ordinary share.
- F3Represents the price for which 6,413 Units were purchased, which price includes consideration for the underlying Ordinary Shares, Rights and Warrants. The Reporting Person irrevocably committed to purchase such Units prior to the effective date of the registration statement relating to the Issuer's initial public offering.
- F4Each Right entitles the holder to receive one-tenth (1/10) of one ordinary share upon consummation of the Issuer's initial business combination.
- F5If the Issuer fails to consummate an initial business combination within eighteen (18) months from the closing of the Issuer's initial public offering, the Issuer will be dissolved and the Rights will expire worthless.
- F6Each Warrant entitles the holder thereof to purchase one-half of one ordinary share at a price of $12.50 per full share, exercisable in multiples of two.
- F7Each Warrant will become exercisable on the later of the completion of an initial business combination and April 30, 2016.
- F8Each Warrant will expire five years after the completion of an initial business combination, or earlier upon redemption.