BBV VIETNAM S.E.A. ACQUISITION CORPORATION
About BBV Vietnam S.E.A. Acquisition
Corp.
BBV Vietnam S.E.A. Acquisition Corp. is a blank check
company formed for the purpose of acquiring, or acquiring control of, one or
more operating businesses through a merger, capital stock exchange, asset
acquisition, stock purchase or other similar business combination or
contractual arrangements. The Company
intends to identify prospective acquisitions that are located in Asia, The Company’s efforts to identify a
prospective target business will not be limited to a particular industry or
area in Asia, although it initially intends to focus its efforts on acquiring
an operating business that has its primary operating facilities located in the
Socialist Republic of Vietnam., as more fully described in the Company's
prospectus.
Contact:
Eric M. Zachs
President
BBV Vietnam S.E.A.
Acquisition Corp.
860-463-9033
Events and Press Releases:
March
29, 2010 – BBV Vietnam-Migami Proxy
You are cordially
invited to attend the Special Meeting of Stockholders of BBV Vietnam S.E.A.
Acquisition Corp. (the “Company”, “BBV”, “we”, “us” or “our”) at 10:00 a.m.
Eastern time on April 14, 2010 at the offices of Ellenoff Grossman & Schole
LLP, 150 East 42nd Street, 11th Floor, New York, New York, 10017.
At the Special Meeting
of Company stockholders, Company stockholders will be asked to consider and
vote on the following proposals:
(i)
to approve the
merger of Pharmanite, Inc. (“Pharmanite”), a recently-formed Delaware
corporation and wholly-owned subsidiary of Migami, Inc., a Nevada corporation
(“Migami”), with BBV Sub, Inc., a recently-formed Delaware corporation and
wholly-owned subsidiary of the Company (“BBV Sub”), with Pharmanite surviving
as a wholly-owned subsidiary of the Company, as a result of which Migami will
transfer all of the outstanding capital stock of Pharmanite to the Company in
exchange for 9,706,250 newly issued shares of the Company’s common stock (the
“Transaction”), pursuant to the terms of a Merger Agreement and Plan of
Reorganization, dated February 27, 2010, by and among the Company, BBV Sub,
Migami and Pharmanite (the “Merger Agreement”), and the transactions
contemplated thereby (the “Merger Proposal”);
(ii)
to approve an
amendment to the Company’s amended and restated articles of incorporation to
change the name of the Company to “Pharmanite holdings Inc.” (the “Name Change
Proposal”);
(iii)
to approve an
amendment to the Company’s amended and restated articles of incorporation to
increase the authorized capital of the Company from 51,000,000 shares,
consisting of 50,000,000 shares of common stock, par value $0.0001 per share
(the “Common Stock”), and 1,000,000 shares of preferred stock, par value
$0.0001 per share (the “Preferred Stock”), to 101,000,000 shares, consisting of
100,000,000 shares of Common Stock and 1,000,000 shares of Preferred Stock (the
“Increase in Authorized Proposal”); and
(iv) to approve separately certain amendments to the Company’s amended and restated articles of incorporation to eliminate certain special purpose acquisition company provisions therein (collectively, the “Elimination Proposals”). Each of these proposals is more fully described in the accompanying proxy statement.
Enclosed please find notices of the Special Meeting
and a proxy statement containing detailed information concerning the Merger
Agreement and the transactions contemplated thereby, and the proposed
amendments to the amended and restated articles of incorporation. Whether or
not you plan to attend the Special Meeting, we urge you to read this material
carefully.
Click for the notices of the Special Meeting and Proxy Statement
February
27, 2010 – Announces Signing
of Merger Agreement for Business Combination with Migami, Inc.
BBV Vietnam S.E.A. Acquisition Corp. (OTC Bulletin Board: BBVUF, BBWF and BBVWF) (the “Company”) announced today that it has signed a definitive merger agreement with Migami, Inc. (“Migami”) whereby Migami will contribute all of its assets and liabilities into a newly formed subsidiary to be merged with and into a newly formed subsidiary of the Company, with the resulting company becoming a wholly owned subsidiary of the Company following the business combination. As a result of the transaction, Migami would become the majority shareholder of the Company.
Click for the complete Press Release
February
12, 2010 – Special Meeting of Stock Holders (
You are cordially invited to attend the
special meeting of stockholders of BBV Vietnam S.E.A. Acquisition Corporation (“BBV”,
the “Company”, “we”, “us’ or “our”) to be held at 10:00 a.m.
• a proposal to extend the date on which BBV must complete its initial business combination from February 13, 2010 to February 13, 2011 (the “Extension Proposal”).
Click for the complete
announcement including Proxy Statement