A team of Cozen O’Connor attorneys has successfully handled the S-4 business combination proxy of firm client Middle Kingdom Alliance Corporation, a Special Purpose Acquisition Company (SPAC). Firm attorneys Ralph De Martino, Cavas Pavri and Jessica Garvin handled the securities law aspects, while attorney Dennis Cohen handled the U.S. tax considerations and disclosure. This marks the regulatory conclusion of work that started several years ago when Cozen O’Connor acted as counsel in the formation and initial public offering (IPO) of Middle Kingdom.
The S-4 business combination proxy relates to Middle Kingdom's proposed combination with Pypo Digital Company Limited. Pypo provides marketing, distribution and related services for manufacturers of wireless communications devices and accessories throughout China. The transaction is valued at approximately $400 million dollars. Cozen O’Connor’s team of attorneys devised a creative and novel structure to complete the transaction as, in the current market environment, SPACs are routinely failing.