Cold Spring Capital Inc. Announces Termination of Agreement to Acquire Sedona Development Partners, LLC.NEW CANAAN New Canaan (kā`nən), town (1990 pop. 17,864), Fairfield co., SW Conn.; settled c.1700, inc. 1801. It is mainly a residential town and suburb of nearby New York City. Silvermine Guild Arts Center is located there. , Conn. -- Cold Spring Capital Inc. (AMEX AMEX See: American Stock Exchange : CDS) announced today that Cold Spring and the owner of Sedona Development Partners, LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control ("Sedona") mutually agreed to terminate the purchase agreement they entered into on November 3, 2006, pursuant to which Cold Spring would have purchased all outstanding equity interests in Sedona. The decision to terminate was based on the parties' agreement that the conditions to closing were incapable of being satisfied as a result of, among other things, the results of Sedona's operations and lower than anticipated sales at Sedona since the execution of the acquisition agreement. Cold Spring is a special purpose acquisition company established in May 2005 for the purpose of acquiring, through a merger, capital stock exchange, asset acquisition or other business combination, one or more operating businesses, portfolios of financial assets Financial assets Claims on real assets. or real estate assets. Approximately $109.8 million of the proceeds of Cold Spring's initial public offering were placed into a trust account maintained by an independent trustee. As a result of the termination of the purchase agreement with Sedona and given that, pursuant to its charter and the terms of its initial public offering, Cold Spring is not allowed to pursue any other transactions, Cold Spring will shortly begin the process of liquidating and dissolving in accordance with its charter and applicable law, as a result of which Cold Spring expects that the amounts held in the trust account, together with interest (net of applicable taxes), will be returned to the Company's public stockholders. No payments will be made in respect of Cold Spring's outstanding warrants or to any of Cold Spring's initial stockholders with respect to the shares owned by them prior to the initial public offering. Cold Spring intends to prepare and mail to its stockholders a proxy statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. seeking approval to effect the liquidation The collection of assets belonging to a debtor to be applied to the discharge of his or her outstanding debts. A type of proceeding pursuant to federal Bankruptcy and dissolution. |
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