Top Lvl Dom Holdings (TLVLF) research, news, and more from GeoInvesting

Company description

Thu, 15 Jan 2009 05:00:00 GMT

See Symbol HDS

SPAC Activity

Sun, 07 Jun 2009 04:00:00 GMT

Alpha Security Group Corporation is a blank check company whose objective was to effect a merger, capital stock exchange, asset acquisition or other similar business combination with an operating business. The company has abandoned its effort to complete a business combination and is pursuing its liquidation.

Reverse Merger Activity

Sun, 12 Apr 2009 04:00:00 GMT

Alpha Security Group Corporation recently terminated its Merger Agreement With Soya China Pte. Ltd. announced on December 31, 2008.

Source: PR Newswire (March 12, 2009)

Financial Target Agreements

Thu, 15 Jan 2009 05:00:00 GMT

Key financial targets with regards to the reverse merger transaction:

Make Good Agreement:

In connection with the Merger Agreement, 3,150,000 shares have been placed in escrow to secure obligations to meet specific Net Income Thresholds. In the event that such thresholds are not met, the escrowed shares shall be released from escrow and repurchased by Alpha for the aggregate consideration of $1.00 and then retired and cancelled.

Net Income Thresholds:

2008: $12.8 million

2009: $17.2 million

Share Incentive Agreement:

The original Soya Shareholders are entitled to receive an aggregate of up to an additional 6,000,000 newly issued shares upon achieving the following Net Income Thresholds:

2009: $19.5 million

2010: $26 million

2011: $34 million

The GeoTeam^® is attempting to verify the post merger outstanding shares in order to translate the above thresholds into EPS figures.