Capital Pool Company: Megal Capital Corporation (“Megal”)
Target Company: Wen Lian Aquaculture Co., Ltd. (“Wen Lian”)
Resulting Issuer: Gourmet Ocean Products Inc. (“Gourmet Ocean”)
Listing Date: February 14, 2014
Public Financing: C$5,000,000, through a brokered private placement of C$4,000,000 (20 million shares at C$0.20 per share) and a non-brokered private placement of C$1,000,000 (5 million shares at C$0.20 per share)
Company Description: Gourmet Ocean is a B.C.-based aquaculture company specializing in the production, distribution, marketing and sale of high-quality specialty seafood products including sea cucumbers, scallops, and goeduck with distribution to customers worldwide.
Transaction: Megal completed its Qualifying Transaction by acquiring all of the issued common shares of Wen Lian, by issuing 90 million common shares in the capital of Megal to the shareholders of Wen Lian. Megal was subsequently renamed Gourmet Ocean Products Inc.
Market Capitalization: C$24.9 million at closing
Role of Evans & Evans: Evans & Evans, Inc. acted as the Lead Advisor to Gourmet Ocean, providing services including:
- Performing due diligence and valuation analysis on Gourmet Ocean
- Preparing packaging documents including business plans and corporate presentations
- Advising on potential deal structures and negotiating terms of the transaction
- Assembling and managing the financing syndicate
- Managing the closing of the transaction including liaising with lawyers, accountants, agents and sponsors