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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Arowana Inc.
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| February 14, 2017 |
ARWAU / Arowana Inc. / Weiss Asset Management LP Passive Investment =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 14, 2017 |
Exhibit 1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing with the other reporting person of a statement on Schedule 13G (including amendments thereto) with respect to the shares of Arowana Inc. |
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| February 14, 2017 |
ARWAU / Arowana Inc. / Castle Creek Arbitrage, LLC - SC 13G Passive Investment SC 13G 1 a17-43452sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Arowana Inc. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G05011104 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh |
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| February 13, 2017 |
ARWAU / Arowana Inc. / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment SC 13G/A 1 arwaa121317.htm AQR CAPITAL MANAGEMENT LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* AROWANA INC. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G05011104 (CUSIP Number) December 30, 2016 (Date of Event which Requires Filing of this Statem |
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| January 10, 2017 |
ARWAU / Arowana Inc. / Polar Asset Management Partners Inc. - SC 13G/A Passive Investment Polar Asset Management Partners Inc.: Schedule 13G/A - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Arowana Inc. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G05011104 (CUSIP Number) December 31, 2016 (Date of Event which R |
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| December 29, 2016 |
Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 28, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) |
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| December 21, 2016 |
Submission of Matters to a Vote of Security Holders arwau201612218k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 20, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employ |
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| December 20, 2016 |
Arowana FORM 8-K (Current Report/Significant Event) arwau201612198k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 19, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employ |
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| December 20, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 19, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) |
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| December 14, 2016 |
ex99-1.htm Exhibit 99.1 Arowana Announces Intention to Adjourn Extraordinary General Meetings of Shareholders and Warrantholders to December 20, 2016 NEW YORK, NY, December 13, 2016 ? Arowana Inc. (?Arowana?) (NASDAQ: ARWA; ARWAU; ARWAR; ARWAW) announced today that it intends to adjourn the extraordinary general meeting of shareholders scheduled for 10:00 a.m., eastern time, on December 15, 2016, |
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| December 14, 2016 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 13, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) |
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| December 14, 2016 |
ex99-1.htm Exhibit 99.1 Arowana Announces Intention to Adjourn Extraordinary General Meetings of Shareholders and Warrantholders to December 20, 2016 NEW YORK, NY, December 13, 2016 – Arowana Inc. (“Arowana”) (NASDAQ: ARWA; ARWAU; ARWAR; ARWAW) announced today that it intends to adjourn the extraordinary general meeting of shareholders scheduled for 10:00 a.m., eastern time, on December 15, 2016, |
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| December 14, 2016 |
425 1 arwau201612138k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 13, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commiss |
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| November 28, 2016 |
DEFM14A 1 arwau20161123defm14a.htm FORM DEFM14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitt |
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| November 21, 2016 |
PRER14A 1 arwau20161121prer14a.htm FORM PRER14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissio |
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| November 17, 2016 |
PREM14A 1 arwau20161116prem14a.htm FORM PREM14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitt |
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| November 17, 2016 |
Arowana FORM 8-K (Current Report/Significant Event) arwau201611168k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 15, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employ |
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| November 17, 2016 |
AMENDMENT NO. 2 TO CONTRIBUTION AGREEMENT EX-2.1 2 ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 AMENDMENT NO. 2 TO CONTRIBUTION AGREEMENT This AMENDMENT NO. 2 (this “Amendment”) to the CONTRIBUTION AGREEMENT, is entered into as of November 15, 2016 by and among AROWANA INC., a Cayman Islands exempted company (“ARWA”), VIVOPOWER INTERNATIONAL PLC, an England and Wales public limited company (“Company”), and AROWANA INTERNATIONAL LIMITED, an Australia |
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| November 17, 2016 |
arwau201611168k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 15, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employ |
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| November 17, 2016 |
AMENDMENT NO. 2 TO CONTRIBUTION AGREEMENT ex2-1.htm Exhibit 2.1 AMENDMENT NO. 2 TO CONTRIBUTION AGREEMENT This AMENDMENT NO. 2 (this ?Amendment?) to the CONTRIBUTION AGREEMENT, is entered into as of November 15, 2016 by and among AROWANA INC., a Cayman Islands exempted company (?ARWA?), VIVOPOWER INTERNATIONAL PLC, an England and Wales public limited company (?Company?), and AROWANA INTERNATIONAL LIMITED, an Australian company (?AWN?). Ca |
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| November 3, 2016 |
AROWANA INC. ANNOUNCES EXTENSION OF TIME TO COMPLETE INITIAL BUSINESS COMBINATION ex99-1.htm Exhibit 99.1 FOR IMMEDIATE RELEASE AROWANA INC. ANNOUNCES EXTENSION OF TIME TO COMPLETE INITIAL BUSINESS COMBINATION NEW YORK, NY, November 3, 2016 ? Arowana Inc. (?Arowana?) (NASDAQ: ARWA; ARWAU; ARWAR; ARWAW) announced today that it held its extraordinary general meeting of shareholders and that, at such meeting, shareholders approved an extension of the date by which Arowana must con |
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| November 3, 2016 |
8-K 1 arwau201611038k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 3, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commissi |
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| November 3, 2016 |
RESOLUTIONS OF THE SHAREHOLDERS AROWANA INC. (THE “COMPANY”) Adopted on November 3, 2016 ex3-1.htm Exhibit 3.1 RESOLUTIONS OF THE SHAREHOLDERS OF AROWANA INC. (THE ?COMPANY?) Adopted on November 3, 2016 Extension Amendment Proposal It is resolved as a special resolution THAT, effective immediately, the Amended and Restated Memorandum and Articles of Association of the Company be amended by amending Article 48.4 by deleting the introduction of such section in its entirety and replacing |
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| November 3, 2016 |
arwau201611038k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 3, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employe |
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| November 3, 2016 |
AROWANA INC. ANNOUNCES EXTENSION OF TIME TO COMPLETE INITIAL BUSINESS COMBINATION ex99-1.htm Exhibit 99.1 FOR IMMEDIATE RELEASE AROWANA INC. ANNOUNCES EXTENSION OF TIME TO COMPLETE INITIAL BUSINESS COMBINATION NEW YORK, NY, November 3, 2016 ? Arowana Inc. (?Arowana?) (NASDAQ: ARWA; ARWAU; ARWAR; ARWAW) announced today that it held its extraordinary general meeting of shareholders and that, at such meeting, shareholders approved an extension of the date by which Arowana must con |
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| November 3, 2016 |
RESOLUTIONS OF THE SHAREHOLDERS AROWANA INC. (THE “COMPANY”) Adopted on November 3, 2016 ex3-1.htm Exhibit 3.1 RESOLUTIONS OF THE SHAREHOLDERS OF AROWANA INC. (THE ?COMPANY?) Adopted on November 3, 2016 Extension Amendment Proposal It is resolved as a special resolution THAT, effective immediately, the Amended and Restated Memorandum and Articles of Association of the Company be amended by amending Article 48.4 by deleting the introduction of such section in its entirety and replacing |
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| October 20, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 20, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) |
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| October 20, 2016 |
425 1 arwau201610208k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 20, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commissi |
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| October 20, 2016 |
DEFA14A 1 arwau20161020defa14a.htm FORM DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropri |
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| October 18, 2016 |
EX-99.2 4 ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 |
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| October 18, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) |
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| October 18, 2016 |
ex99-1.htm Exhibit 99.1 AROWANA INC. AMENDS AGREEMENT FOR BUSINESS COMBINATION WITH VIVOPOWER INTERNATIONAL PLC ? PROVIDES UPDATE ON TIMING OF EXTRAORDINARY GENERAL MEETINGS ? VIVOPOWER PROVIDES EARNINGS FORECAST UPDATE SYDNEY, AUSTRALIA, October 18, 2016 ? Arowana Inc. (?ARWA?) (NASDAQ: ARWA, ARWAU, ARWAR, ARWAW), a public investment vehicle formed for the purpose of effecting a merger, acquisiti |
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| October 18, 2016 |
AMENDMENT NO. 1 TO CONTRIBUTION AGREEMENT EX-2.1 2 ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 AMENDMENT NO. 1 TO CONTRIBUTION AGREEMENT This AMENDMENT NO. 1 (this “Amendment”) to CONTRIBUTION AGREEMENT, is entered into as of October 18, 2016 by and among AROWANA INC., a Cayman Islands exempted company (“ARWA”), VIVOPOWER INTERNATIONAL PLC, an England and Wales public limited company (“Company”), and AROWANA INTERNATIONAL LIMITED, an Australian com |
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| October 18, 2016 |
425 1 arwau201610188k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commissi |
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| October 18, 2016 |
EX-99.2 4 ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 |
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| October 18, 2016 |
ex99-1.htm Exhibit 99.1 AROWANA INC. AMENDS AGREEMENT FOR BUSINESS COMBINATION WITH VIVOPOWER INTERNATIONAL PLC – PROVIDES UPDATE ON TIMING OF EXTRAORDINARY GENERAL MEETINGS – VIVOPOWER PROVIDES EARNINGS FORECAST UPDATE SYDNEY, AUSTRALIA, October 18, 2016 – Arowana Inc. (“ARWA”) (NASDAQ: ARWA, ARWAU, ARWAR, ARWAW), a public investment vehicle formed for the purpose of effecting a merger, acquisiti |
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| October 18, 2016 |
AMENDMENT NO. 1 TO CONTRIBUTION AGREEMENT ex2-1.htm Exhibit 2.1 AMENDMENT NO. 1 TO CONTRIBUTION AGREEMENT This AMENDMENT NO. 1 (this “Amendment”) to CONTRIBUTION AGREEMENT, is entered into as of October 18, 2016 by and among AROWANA INC., a Cayman Islands exempted company (“ARWA”), VIVOPOWER INTERNATIONAL PLC, an England and Wales public limited company (“Company”), and AROWANA INTERNATIONAL LIMITED, an Australian company (“AWN”). Capital |
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| October 12, 2016 |
Arowana QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended August 31, 2016 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36813 AROWANA INC. (Exact |
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| October 11, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| October 11, 2016 |
425 1 vpip20161011425.htm FORM 425 Filed by VivoPower International PLC pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Arowana Inc. For the Related Registration Statement: File No. 333-213297 AROWANA INC. Level 11, 153 Walker Street North Sydney, NSW 2060 Australia NOTICE OF EXTRAORDINARY GEN |
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| October 11, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| October 4, 2016 |
AROWANA INC. ANNOUNCES RECORD DATE FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS EX-99.1 2 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE AROWANA INC. ANNOUNCES RECORD DATE FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS SYDNEY, AUSTRALIA, October 4, 2016 – Arowana Inc. (“ARWA”) (NASDAQ: ARWA, ARWAU, ARWAR, ARWAW), a public investment vehicle formed for the purpose of effecting a merger, acquisition or similar business combination, announced today that holders of |
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| October 4, 2016 |
Financial Statements and Exhibits, Other Events 8-K 1 arwau201610048k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 4, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction of Incorpo |
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| September 30, 2016 |
arwau20160930pre14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| August 16, 2016 |
arowana.htm Exhibit 2.1 Execution Version CONTRIBUTION AGREEMENT by and among AROWANA INC., VIVOPOWER INTERNATIONAL PLC and AROWANA INTERNATIONAL LIMITED Dated as of August 11, 2016 NY:1824684.16 CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT is made and entered into as of August 11, 2016, by and among AROWANA INC., a Cayman Islands exempted company (“ARWA”), VIVOPOWER INTERNATIONAL PLC, an En |
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| August 16, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 arwau20160811b8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commissi |
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| August 16, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 arwau20160811b8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commissi |
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| August 16, 2016 |
arowana.htm Exhibit 2.1 Execution Version CONTRIBUTION AGREEMENT by and among AROWANA INC., VIVOPOWER INTERNATIONAL PLC and AROWANA INTERNATIONAL LIMITED Dated as of August 11, 2016 NY:1824684.16 CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT is made and entered into as of August 11, 2016, by and among AROWANA INC., a Cayman Islands exempted company (“ARWA”), VIVOPOWER INTERNATIONAL PLC, an En |
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| August 16, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) F |
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| August 16, 2016 |
arowana.htm Exhibit 2.1 Execution Version CONTRIBUTION AGREEMENT by and among AROWANA INC., VIVOPOWER INTERNATIONAL PLC and AROWANA INTERNATIONAL LIMITED Dated as of August 11, 2016 NY:1824684.16 CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT is made and entered into as of August 11, 2016, by and among AROWANA INC., a Cayman Islands exempted company (?ARWA?), VIVOPOWER INTERNATIONAL PLC, an En |
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| August 16, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) F |
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| August 16, 2016 |
arowana.htm Exhibit 2.1 Execution Version CONTRIBUTION AGREEMENT by and among AROWANA INC., VIVOPOWER INTERNATIONAL PLC and AROWANA INTERNATIONAL LIMITED Dated as of August 11, 2016 NY:1824684.16 CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT is made and entered into as of August 11, 2016, by and among AROWANA INC., a Cayman Islands exempted company (?ARWA?), VIVOPOWER INTERNATIONAL PLC, an En |
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| August 11, 2016 |
Filed by VivoPower International PLC pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Arowana Inc. Commission File No.: 001-36813 |
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| August 11, 2016 |
425 1 vpip20160811425.htm FORM 425 Filed by VivoPower International PLC pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Arowana Inc. Commission File No.: 001-36813 AROWANA INC. TO ACQUIRE MAJORITY INTEREST IN VIVOPOWER INTERNATIONAL PLC SYDNEY, AUSTRALIA, August 11th, 2016 – Arowana Inc. (“ARW |
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| August 11, 2016 |
AROWANA INC. TO ACQUIRE MAJORITY INTEREST IN VIVOPOWER INTERNATIONAL PLC ex99-1.htm Exhibit 99.1 AROWANA INC. TO ACQUIRE MAJORITY INTEREST IN VIVOPOWER INTERNATIONAL PLC SYDNEY, AUSTRALIA, August 11th, 2016 ? Arowana Inc. (?ARWA?) (NASDAQ: ARWA, ARWAU, ARWAR, ARWAW), a public investment vehicle formed for the purpose of effecting a merger, acquisition or similar business combination, and VivoPower International PLC (?VivoPower?), a global solar power company, announced |
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| August 11, 2016 |
Exhibit 99.2 |
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| August 11, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) F |
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| August 11, 2016 |
AROWANA INC. TO ACQUIRE MAJORITY INTEREST IN VIVOPOWER INTERNATIONAL PLC ex99-1.htm Exhibit 99.1 AROWANA INC. TO ACQUIRE MAJORITY INTEREST IN VIVOPOWER INTERNATIONAL PLC SYDNEY, AUSTRALIA, August 11th, 2016 ? Arowana Inc. (?ARWA?) (NASDAQ: ARWA, ARWAU, ARWAR, ARWAW), a public investment vehicle formed for the purpose of effecting a merger, acquisition or similar business combination, and VivoPower International PLC (?VivoPower?), a global solar power company, announced |
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| August 11, 2016 |
425 1 arwau201608118k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2016 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction (Commissio |
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| August 11, 2016 |
EX-99.2 3 ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 |
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| July 20, 2016 |
Arowana QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended May 31, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36813 AROWANA INC. (Exact Nam |
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| July 18, 2016 |
Arowana NOTIFICATION OF LATE FILING UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: .............. 3235-0058 Expires: .............. October 31, 2018 Estimated average burden Hours per form ........................2.50 SEC FILE NUMBER 001-36813 CUSIP NUMBER G05011104 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form |
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| July 11, 2016 |
ARWA / Arowana Inc. / Chin Kevin - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1) Arowana Inc. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G05011 104 (CUSIP Number) Kevin T. Chin Arowana Inc. Level 11, 153 Walker Street North Sy |
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| July 11, 2016 |
ARWA / Arowana Inc. / Octagon Foundation - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1) Arowana Inc. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G05011 104 (CUSIP Number) Kevin T. Chin Arowana Inc. Level 11, 153 Walker Street North Sy |
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| June 10, 2016 |
Arowana ANNUAL REPORT (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 29, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36813 AROWANA INC. (Exac |
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| June 1, 2016 |
Arowana NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden Hours per form .......………………………... 2.50 SEC FILE NUMBER 001-36813 CUSIP NUMBER G05011104 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period End |
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| February 16, 2016 |
ARWAU / Arowana Inc. / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 AROWANA INC. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G05011104 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th |
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| February 16, 2016 |
ARWAU / Arowana Inc. / Castle Creek Arbitrage, LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Arowana Inc. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G05011104 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: x Rule |
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| February 12, 2016 |
ARWAU / Arowana Inc. / Weiss Asset Management LP - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Arowana Inc. (Name of Issuer) Ordinary shares, par value $0.0001 (Title of Class of Securities) G05011104 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursu |
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| February 9, 2016 |
ARWA / Arowana Inc. / Seneca Capital Investments, LLC - AMENDMENT NO. 1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response… 10.4 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Arowana Inc. (Name of Issuer) Ordinary Shares (Title of Class of Securities) n/a (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) |
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| January 19, 2016 |
ARWA / Arowana Inc. 10-Q - Quarterly Report - QUARTERLY REPORT 10-Q 1 f10q1115arowanainc.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended November 30, 2015 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commi |
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| January 15, 2016 |
AROWANA AUSTRALASIAN VALUE OPPORTUNITIES FUND NOTIFICATION OF LATE FILING UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 OMB Number: .............. 3235-0058 Expires: .............. October 31, 2018 Estimated average burden Hours per form ........................2.50 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-36813 CUSIP NUMBER G05011104 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ?Form |
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| January 12, 2016 |
ARWAU / Arowana Inc. / Polar Asset Management Partners Inc. - SCHEDULE 13G/A Passive Investment SC 13G/A 1 sched13ga.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Arowana Inc. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G05011138 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the |
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| October 19, 2015 |
10-Q 1 f10q0815arowanainc.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended August 31, 2015 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss |
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| October 16, 2015 |
AROWANA AUSTRALASIAN VALUE OPPORTUNITIES FUND NOTIFICATION OF LATE FILING UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: .............. 3235-0058 Expires: .............. October 31, 2015 Estimated average burden Hours per form ........................2.50 SEC FILE NUMBER 001-36813 CUSIP NUMBER G05011104 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ?Form |
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| July 20, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended May 31, 2015 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36813 AROWANA INC. (Exact Nam |
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| July 16, 2015 |
AROWANA AUSTRALASIAN VALUE OPPORTUNITIES FUND NOTIFICATION OF LATE FILING NT 10-Q 1 extf10q0515arowanainc.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number:......................3235-0058 Expires:.......................August 31, 2015 Estimated average burden Hours per form...............................2.50 SEC FILE NUMBER 001-36813 CUSIP NUMBER G05011 |
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| May 19, 2015 |
ARWA / Arowana Inc. / Octagon Foundation - SCHEDULE 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Arowana Inc. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G05011 104 (CUSIP Number) Kevin T. Chin Arowana Inc. Level 11, 153 Walker Street North Sydney, NSW 2060 Austr |
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| May 19, 2015 |
ARWA / Arowana Inc. / Chin Kevin - SCHEDULE 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Arowana Inc. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G05011 104 (CUSIP Number) Kevin T. Chin Arowana Inc. Level 11, 153 Walker Street North Sydney, NSW 2060 Austr |
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| May 12, 2015 |
AROWANA INC. COMPETES FULL OVER-ALLOTMENT OPTION EX-99.3 4 f8k050615ex99iiiarowanainc.htm PRESS RELEASE Exhibit 99.3 Contact: Gary San Hui Chief Financial Officer, Chief Investment Officer and Secretary Arowana Inc. +612-8083-9600 FOR IMMEDIATE RELEASE AROWANA INC. COMPETES FULL OVER-ALLOTMENT OPTION New York, NY, May 12, 2015 – Arowana Inc. (NASDAQ: ARWAU) (the “Company”) announced today that it has completed the sale of the full 1,080,000 unit |
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| May 12, 2015 |
AROWANA INC. COMPLETES INITIAL PUBLIC OFFERING EX-99.2 3 f8k050615ex99iiarowanainc.htm PRESS RELEASE ANNOUNCING CONSUMMATION OF IPO. Exhibit 99.2 Contact: Gary San Hui Chief Financial Officer, Chief Investment Officer and Secretary Arowana Inc. +612-8083-9600 FOR IMMEDIATE RELEASE AROWANA INC. COMPLETES INITIAL PUBLIC OFFERING New York, NY, May 6, 2015 – Arowana Inc. (NASDAQ: ARWAU) (the “Company”) announced today that it has completed its ini |
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| May 12, 2015 |
EX-99.1 2 f8k050615ex99iarowanainc.htm AUDITED BALANCE SHEET. Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS Report of Independent Registered Public Accounting Firm F-2 Financial Statements: Balance Sheet F-3 Notes to Balance Sheet F-4 – F-12 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Audit Committee of the Board of Directors and Shareholders of Arowana Inc. We have audited the |
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| May 12, 2015 |
AROWANA AUSTRALASIAN VALUE OPPORTUNITIES FUND CURRENT REPORT (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2015 AROWANA INC. (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36813 N/A (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS E |
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| May 11, 2015 |
Exhibit 1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of May 11, 2015, is by and among Seneca Capital, L. |
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| May 11, 2015 |
ARWAU / Arowana Inc. / Polar Asset Management Partners Inc. - SCHEDULE 13G Passive Investment Polar Securities Inc.: Schedule 13G - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Arowana Inc. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G05011138 (CUSIP Number) May 1, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate |
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| May 11, 2015 |
ARWAU / Arowana Inc. / DAVIDSON KEMPNER PARTNERS - AROWANA INC. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Arowana Inc. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G05011138** (CUSIP Number) May 1, 2015 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which th |
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| May 11, 2015 |
ARWA / Arowana Inc. / Seneca Capital Investments, LLC Passive Investment SC 13G 1 seneca13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response… 10.4 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Arowana Inc. (Name of Issuer) Ordinary Shares (Title of Class of Securities) n/a (CUSIP Number) May 1, 2015 (Date of Event which Requires Filing of |
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| May 1, 2015 |
Filed pursuant to Rule 424(b)(4) Registration No. 333-199591 Arowana Inc. 7,200,000 Units 424B4 1 d32354.htm PROSPECTUS Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-199591 $72,000,000 Arowana Inc. 7,200,000 Units Arowana Inc. is a Cayman Islands exempted company incorporated as a blank check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination wit |
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| April 28, 2015 |
AROWANA AUSTRALASIAN VALUE OPPORTUNITIES FUND ESP EARLYBIRDCAPITAL, INC. 366 Madison Avenue, 8th Fl. New York, New York 10017 April 28, 2015 VIA EDGAR Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Attn: Mara L. Ransom, Assistant Director Re: AROWANA INC. Registration Statement on Form S-1 originally filed October 24, 2014 (File No. 333-199591) (the "Registration Statement") Dear Ms. Ransom: In connection with the R |
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| April 28, 2015 |
AROWANA AUSTRALASIAN VALUE OPPORTUNITIES FUND ESP Arowana Inc. Level 11, 153 Walker Street North Sydney, NSW 2060 Australia +612-8083-9600 April 28, 2015 VIA EDGAR Ms. Mara L. Ransom Assistant Director Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Arowana Inc. (the ?Company?) Registration Statement on Form S-1 File No. 333-199591 ( the "Registration Statement") Dear Ms. Ransom: The Company hereby requests, pursu |
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| March 13, 2015 |
UNIT PURCHASE OPTION FOR THE PURCHASE OF 720,000 UNITS AROWANA INC. Exhibit 4.7 THE REGISTERED HOLDER OF THIS PURCHASE OPTION, BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION EXCEPT AS HEREIN PROVIDED, AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE OPTION FOR A PERIOD OF ONE YEAR FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYO |
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| March 13, 2015 |
Exhibit 10.3 SHARE ESCROW AGREEMENT SHARE ESCROW AGREEMENT, dated as of , 2015 (?Agreement?), by and among AROWANA INC., a Cayman Islands Company (?Company?), BEIRA CORP., RALSTEN PTY LTD., DUDLEY HOSKIN, KIEN KHAN KWAN, THE OCTAGON FOUNDATION, THE PANAGA GROUP TRUST, AROWANA AUSTRALASIAN SPECIAL SITUATIONS PARTNERSHIP 1, LP, DAVID BROWNE, AROWANA GLOBAL SERVICES (SINGAPORE) PTE, LTD. AND HAN MING |
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| March 13, 2015 |
Exhibit 4.6 WARRANT AGREEMENT Agreement made as of , 2015 between Arowana Inc., a Cayman Islands Company, with offices at Level 11, 153 Walker Street, North Sydney, NSW 2060, Australia (?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (?Warrant Agent?). WHEREAS, the Company has received binding commitment |
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| March 13, 2015 |
7,200,000 Units AROWANA INC. UNDERWRITING AGREEMENT Exhibit 1.1 7,200,000 Units AROWANA INC. UNDERWRITING AGREEMENT New York, New York [ ], 2015 EarlyBirdCapital, Inc. 366 Madison Avenue, 8th Floor New York, New York 10017 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Arowana Inc., a Cayman Islands exempted company with limited liability (the “Company”), hereby confirms its agreement with EarlyBirdCapital, I |
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| March 13, 2015 |
As filed with the U.S. Securities and Exchange Commission on March 13 , 2015. S-1/A 1 d32163.htm S-1/A Table of Contents As filed with the U.S. Securities and Exchange Commission on March 13 , 2015. Registration No. 333-199591 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AROWANA INC. (Exact name of registrant as specified in its constitutional documents) Cayman Isl |
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| March 13, 2015 |
Exhibit 4.5 RIGHTS AGREEMENT Agreement made as of , 2015 between Arowana Inc., a Cayman Islands Company, with offices at Level 11, 153 Walker Street, North Sydney, NSW 2060, Australia (?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (?Right Agent?). WHEREAS, the Company has received binding commitments f |
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| March 13, 2015 |
INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of , 2015 by and between Arowana Inc. (the ?Company?) and Continental Stock Transfer & Trust Company (?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, No. 333-199591 (?Registration Statement?) for its initial public offering of securities (?IPO?) has been declared effective as of the date hereof (?Ef |
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| January 23, 2015 |
ARWA / Arowana Inc. 8-A12B - - FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 AROWANA INC. (Exact Name of Registrant as Specified in Its Charter) Cayman Islands N/A (State of Incorporation or Organization) (I.R.S. Employer Identification No.) Level 11, 153 Walker Street North Sydne |
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| January 20, 2015 |
Exhibit 3.1 THE COMPANIES LAW (2013 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF AROWANA INC. (adopted by special resolution passed on [ ]) THE COMPANIES LAW (2013 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF AROWANA INC. (adopted by special resolution passed o |
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| January 20, 2015 |
Exhibit 10.3 SHARE ESCROW AGREEMENT SHARE ESCROW AGREEMENT, dated as of , 2015 (“Agreement”), by and among AROWANA INC., a Cayman Islands Company (“Company”), BEIRA CORP., JOHN C. MOORE, DUDLEY HOSKIN, KIEN KHAN KWAN, THE OCTAGON FOUNDATION, THE PANAGA GROUP TRUST, AROWANA INTERNATIONAL, DAVID BROWNE AND HAN MING YONG (collectively “Initial Shareholders”) and CONTINENTAL STOCK TRANSFER & TRUST COM |
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| January 20, 2015 |
ARWA / Arowana Inc. S-1/A - - S-1/A S-1/A 1 d32004.htm S-1/A Table of Contents As filed with the U.S. Securities and Exchange Commission on January 20, 2015. Registration No. 333-199591 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AROWANA INC. (Exact name of registrant as specified in its constitutional documents) Cayman Is |
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| January 20, 2015 |
Exhibit 4.4 NUMBER -W (SEE REVERSE SIDE FOR LEGEND) THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION DATE (DEFINED BELOW) WARRANTS AROWANA INC. CUSIP WARRANT THIS CERTIFIES THAT, for value received is the registered holder of a warrant or warrants (the “Warrant”), expiring at 5:00 p.m., New York City time, on the five year anniversary of the completion by Arowana Inc., a Cayman I |
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| January 20, 2015 |
ARWA / Arowana Inc. CORRESP - - CORRESP 1 filename1.htm Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800 facsimile direct dial number (212) 818-8881 (212) 818-8638 email address [email protected] January 20, 2015 Ms. Mara L. Ransom Assistant Director Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Arowana Inc. Amendment No. 3 to Registration |
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| January 20, 2015 |
EARLYBIRDCAPITAL, INC. 366 Madison Avenue New York, New York 10017 Exhibit 1.2 EARLYBIRDCAPITAL, INC. 366 Madison Avenue New York, New York 10017 , 2015 Arowana Inc. Level 11, 153 Walker Street North Sydney, NSW 2060 Australia Attn: Kevin T. Chin Ladies and Gentlemen: This is to confirm our agreement whereby Arowana Inc., a Cayman Islands exempted company (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with the Company |
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| January 20, 2015 |
Exhibit 4.6 WARRANT AGREEMENT Agreement made as of , 2015 between Arowana Inc., a Cayman Islands Company, with offices at Level 11, 153 Walker Street, North Sydney, NSW 2060, Australia (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”). WHEREAS, the Company has received binding commitment |
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| December 18, 2014 |
Exhibit 3.1 THE COMPANIES LAW (2013 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF AROWANA INC. (adopted by special resolution passed on [ ]) THE COMPANIES LAW (2013 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF AROWANA INC. (adopted by special resolution passed o |
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| December 18, 2014 |
Exhibit 4.4 NUMBER -W (SEE REVERSE SIDE FOR LEGEND) THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION DATE (DEFINED BELOW) WARRANTS AROWANA INC. CUSIP WARRANT THIS CERTIFIES THAT, for value received is the registered holder of a warrant or warrants (the “Warrant”), expiring at 5:00 p.m., New York City time, on the five year anniversary of the completion by Arowana Inc., a Cayman I |
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| December 18, 2014 |
Exhibit 10.8 , 2014 Arowana Inc. Level 11, 153 Walker Street North Sydney, NSW 2060 Australia EarlyBirdCapital, Inc. 275 Madison Avenue, 27th Floor New York, New York 10016 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Arowana Inc., a Cayman Islands Company (the “ |
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| December 18, 2014 |
ARWA / Arowana Inc. S-1/A - - S-1/A S-1/A 1 d31906.htm S-1/A Table of Contents As filed with the U.S. Securities and Exchange Commission on December 17, 2014. Registration No. 333-199591 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AROWANA INC. (Exact name of registrant as specified in its constitutional documents) Cayman I |
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| December 18, 2014 |
UNITS CONSISTING OF ONE ORDINARY SHARE, ONE RIGHT AND ONE WARRANT Exhibit 4.1 NUMBER U- UNITS SEE REVERSE FOR CERTAIN DEFINITIONS AROWANA INC. CUSIP UNITS CONSISTING OF ONE ORDINARY SHARE, ONE RIGHT AND ONE WARRANT THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) ordinary share, par value $.0001 per share, of Arowana Inc., a Cayman Islands company (the “Company”), one (1) right (“Right”) and one (1) redeemable warrant (the “Warra |
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| December 18, 2014 |
Exhibit 4.6 WARRANT AGREEMENT Agreement made as of , 2014 between Arowana Inc., a Cayman Islands Company, with offices at Level 11, 153 Walker Street, North Sydney, NSW 2060, Australia (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”). WHEREAS, the Company has received binding commitment |
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| December 18, 2014 |
AROWANA INC. A CAYMAN ISLANDS COMPANY Exhibit 4.3 NUMBER R RIGHTS AROWANA INC. A CAYMAN ISLANDS COMPANY RIGHT SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP THIS CERTIFIES THAT, for value received is the registered holder of a right or rights (the “Right”) to receive one-tenth of one ordinary share, par value $.0001 per share (“Ordinary Share”), of Arowana Inc. (the “Company”) for each Right evidenced by this Rights Certificate on the Comp |
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| December 17, 2014 |
ARWA / Arowana Inc. CORRESP - - Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800 facsimile direct dial number (212) 818-8881 (212) 818-8638 email address [email protected] December 17, 2014 Ms. Mara L. Ransom Assistant Director Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Arowana Inc. Amendments No. 1 and No. 2 to Registration Statement on |
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| December 2, 2014 |
ARWA / Arowana Inc. S-1/A - - AMENDMENT NO. 2 TO REGISTRATION STATEMENT As filed with the U.S. Securities and Exchange Commission on December 2, 2014. Registration No. 333-199591 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AROWANA INC. (Exact name of registrant as specified in its constitutional documents) Cayman Islands 6770 N/A (State or other jurisdiction |
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| December 2, 2014 |
EARLYBIRDCAPITAL, INC. 366 Madison Avenue New York, New York 10017 Exhibit 1.2 EARLYBIRDCAPITAL, INC. 366 Madison Avenue New York, New York 10017 , 2014 Arowana Inc. Level 11, 153 Walker Street North Sydney, NSW 2060 Australia Attn: Kevin T. Chin Ladies and Gentlemen: This is to confirm our agreement whereby Arowana Inc., a Cayman Islands exempted company (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with the Company |
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| December 2, 2014 |
UNIT PURCHASE OPTION FOR THE PURCHASE OF 600,000 UNITS AROWANA INC. Exhibit 4.7 THE REGISTERED HOLDER OF THIS PURCHASE OPTION, BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION EXCEPT AS HEREIN PROVIDED, AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE OPTION FOR A PERIOD OF ONE YEAR FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYO |
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| December 2, 2014 |
6,000,000 Units AROWANA INC. UNDERWRITING AGREEMENT EX-1.1 2 fs12014a2ex1iarowana.htm FORM OF UNDERWRITING AGREEMENT Exhibit 1.1 6,000,000 Units AROWANA INC. UNDERWRITING AGREEMENT New York, New York [ ], 2014 EarlyBirdCapital, Inc. 366 Madison Avenue, 8th Floor New York, New York 10017 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Arowana Inc., a Cayman Islands exempted company with limited liability (the “ |
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| December 2, 2014 |
Exhibit 3.1 THE COMPANIES LAW (2013 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF AROWANA INC. (adopted by special resolution passed on 28 November 2014) THE COMPANIES LAW (2013 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF AROWANA INC. (adopted by special resolu |
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| November 24, 2014 |
ARWA / Arowana Inc. CORRESP - - Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800 facsimile direct dial number (212) 818-8881 (212) 818-8638 email address [email protected] November 24, 2014 Ms. Mara L. Ransom Assistant Director Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Arowana Inc. Registration Statement on Form S-1 Filed October 24, 20 |
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| November 24, 2014 |
EX-4.5 6 fs12014a1ex4varowana.htm FORM OF RIGHTS AGREEMENT Exhibit 4.5 RIGHTS AGREEMENT Agreement made as of , 2014 between Arowana Inc., a Cayman Islands Company, with offices at Level 11, 153 Walker Street, North Sydney, NSW 2060, Australia (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Right Agent |
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| November 24, 2014 |
Exhibit 10.1 , 2014 Arowana Inc. Level 11, 153 Walker Street North Sydney, NSW 2060 Australia EarlyBirdCapital, Inc. 275 Madison Avenue, 27th Floor New York, New York 10016 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Arowana Inc., a Cayman Islands Company (the “ |
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| November 24, 2014 |
CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF AROWANA INC. Exhibit 99.3 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF AROWANA INC. I. PURPOSES The Compensation Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of Arowana Inc. (the “Company”) for the purposes of, among other things, (a) discharging the Board’s responsibilities relating to the compensation of the Company’s chief executive officer (the “CEO |
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| November 24, 2014 |
Arowana Inc. Level 11, 153 Walker Street North Sydney, NSW 2060 Exhibit 10.4 Arowana Inc. Level 11, 153 Walker Street North Sydney, NSW 2060 Australia , 2014 Arowana International Level 11, 153 Walker Street North Sydney, NSW 2060 Australia Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “I |
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| November 24, 2014 |
INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of , 2014 by and between Arowana Inc. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”). WHEREAS, the Company’s registration statement on Form S-1, No. 333- (“Registration Statement”) for its initial public offering of securities (“IPO”) has been declared effective as of the date hereof (“Effectiv |
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| November 24, 2014 |
UNITS CONSISTING OF ONE ORDINARY SHARE, ONE RIGHT AND ONE WARRANT Exhibit 4.1 NUMBER U- UNITS SEE REVERSE FOR CERTAIN DEFINITIONS AROWANA INC. CUSIP UNITS CONSISTING OF ONE ORDINARY SHARE, ONE RIGHT AND ONE WARRANT THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) ordinary share, par value $.0001 per share, of Arowana Inc., a Cayman Islands company (the “Company”), one (1) right (“Right”) and one (1) redeemable warrant (the “Warra |
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| November 24, 2014 |
Exhibit 4.4 NUMBER -W (SEE REVERSE SIDE FOR LEGEND) THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION DATE (DEFINED BELOW) WARRANTS AROWANA INC. CUSIP WARRANT THIS CERTIFIES THAT, for value received is the registered holder of a warrant or warrants (the “Warrant”), expiring at 5:00 p.m., New York City time, on the five year anniversary of the completion by Arowana Inc., a Cayman I |
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| November 24, 2014 |
AROWANA INC. A CAYMAN ISLANDS COMPANY Exhibit 4.3 NUMBER _R RIGHTS AROWANA INC. A CAYMAN ISLANDS COMPANY RIGHT SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP _ THIS CERTIFIES THAT, for value received is the registered holder of a right or rights (the “Right”) to receive one-tenth of one ordinary share, par value $.0001 per share (“Ordinary Share”), of Arowana Inc. (the “Company”) for each Right evidenced by this Rights Certificate on the C |
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| November 24, 2014 |
AROWANA INC. INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS ORDINARY SHARES Exhibit 4.2 NUMBER s SHARES AROWANA INC. INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS ORDINARY SHARES SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that CUSIP is the owner of FULLY PAID AND NON-ASSESSABLE ORDINARY SHARES OF THE PAR VALUE OF $.0001 EACH OF AROWANA INC. transferable on the books of the Company in person or by duly authorized attorney upon surrender of this certificate prop |
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| November 24, 2014 |
Exhibit 10.7 , 2014 Gentlemen: Arowana Inc. (“Corporation”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), in connection with its initial public offering (“IPO”). The undersigned hereby commits to purchase an aggregate of uni |
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| November 24, 2014 |
Table of Contents As filed with the U.S. Securities and Exchange Commission on November 24, 2014. Registration No. 333-199591 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AROWANA INC. (Exact name of registrant as specified in its constitutional documents) Cayman Islands 6770 N/A (State or |
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| November 24, 2014 |
Exhibit 14 AROWANA INC. CODE OF ETHICS 1. Introduction The Board of Directors of Arowana Inc. has adopted this code of ethics (the “Code”), which is applicable to all directors, officers and employees, to: · promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; · promote the full, fair, accura |
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| November 24, 2014 |
NOMINATING COMMITTEE CHARTER AROWANA INC. Exhibit 99.2 Adopted: , 2014 NOMINATING COMMITTEE CHARTER OF AROWANA INC. The responsibilities and powers of the Nominating Committee (the “Nominating Committee”) of the Board of Directors (the “Board”) of Arowana Inc. (the “Company”), as delegated by the Board, are set forth in this charter. Whenever the Nominating Committee takes an action, it shall exercise its independent judgment on an inform |
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| November 24, 2014 |
AUDIT COMMITTEE CHARTER AROWANA INC. Exhibit 99.1 Adopted: , 2014 AUDIT COMMITTEE CHARTER OF AROWANA INC. Purpose The purposes of the Audit Committee (the “Audit Committee”) of the Board of Directors (“Board”) of Arowana Inc. (“Company”) are to assist the Board in monitoring (1) the integrity of the annual, quarterly and other financial statements of the Company, (2) the independent auditor’s qualifications and independence, (3) the |
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| November 24, 2014 |
Exhibit 10.6 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the , 2014, by and among Arowana Inc., a Cayman Islands company (the “Company”), and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”). WHEREAS, the Investors currently hold all of the outstanding Ord |
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| November 24, 2014 |
Exhibit 10.3 SHARE ESCROW AGREEMENT SHARE ESCROW AGREEMENT, dated as of , 2014 (“Agreement”), by and among AROWANA INC., a Cayman Islands Company (“Company”), KEVIN CHIN, BEIRA CORP., JOHN C. MOORE, DUDLEY HOSKIN, KIEN KHAN KWAN, THE OCTAGON FOUNDATION, THE PANAGA GROUP TRUST, AROWANA INTERNATIONAL (collectively “Initial Shareholders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York cor |
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| November 24, 2014 |
Exhibit 4.6 WARRANT AGREEMENT Agreement made as of , 2014 between Arowana Inc., a Cayman Islands Company, with offices at Level 11, 153 Walker Street, North Sydney, NSW 2060, Australia (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”). WHEREAS, the Company has received binding commitment |
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| October 24, 2014 |
PROMISSORY NOTE $130,465 As of October 21, 2014 Exhibit 10.5 PROMISSORY NOTE $130,465 As of October 21, 2014 Arowana Inc. (“Maker”) promises to pay to the order of Arowana Partners Group Pty Ltd. (“Payee”) the principal sum of One Hundred Thirty Thousand Four Hundred Sixty Five Dollars and No Cents ($130,465.00) in lawful money of the United States of America, on the terms and conditions described below. This Note supersedes and replaces all ou |
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| October 24, 2014 |
ARWA / Arowana Inc. S-1 - Registration Statement - S-1 Table of Contents As filed with the U.S. Securities and Exchange Commission on October 24, 2014. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AROWANA INC. (Exact name of registrant as specified in its constitutional documents) Cayman Islands 6770 N/A (State or other jurisdiction of inc |
