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However, our ability to benefit from these contacts will be limited by conflict of interest procedures which require that certain business opportunities be presented to other companies before they are made available to us. Although none of these investment professionals, other than Mr. Marlin Equities does not have any portfolio companies, where a Marlin Equities portfolio company is defined as a company of which Marlin Equities, directly or indirectly, controls a majority of the voting stock or a majority of the board of directors. This summary only highlights the more detailed information appearing elsewhere in this prospectus. Each of our sponsors has agreed to provide our audit committee, on a quarterly basis, with evidence that such sponsor has sufficient net liquid assets available to consummate the co-investment. In connection with its prior acquisitions, Berggruen Holdings Ltd was not restricted in its pursuit of such acquisitions as it was not subject to the conflict of interest procedures described elsewhere in this prospectus to which we will be subject. Each of Berggruen Holdings, which is controlled by Mr. Franklin, the chairman of our board of directors, and Ian G. As the proceeds from the sale of the co-investment units will not be received by us until immediately prior to our consummation of a business combination, these proceeds will not be deposited into the trust account and will not be available for distribution to our public stockholders in the event of a liquidating distribution. Businesses that the respective principals of Berggruen Holdings and Marlin Equities have previously invested in have a history of profitability and cash flow generation. The co-investment will occur immediately prior to the consummation of a business combination, rather than prior to the consummation of this offering, as our sponsors want the use of those funds until such time as such funds are needed to effect a business combination. Berggruen Holdings North America Ltd. Our efforts in identifying a prospective target business will not be limited to a particular industry. We believe Berggruen Holdings Ltd is well positioned to source a business combination as a result of its extensive infrastructure which includes eight offices and a network of investment professionals worldwide. Franklin determines that such company fits within such criteria, Mr. Berggruen Holdings and Marlin Equities share a similar investment philosophy focused on businesses with sustainable competitive advantages, a strong market position and strong free cash flow characteristics. The principals of Berggruen Holdings and Marlin Equities have invested together in the past and have a complementary long-term perspective on their investment holdings. Although we do not have an industry focus, we may compete with GLG Partners for acquisition opportunities in the alternative asset management sector. Neither we nor any of our directors have given, or will give, any consideration to entering into a. Franklin or any individuals and entities associated with him are required to commit any specified amount of time to our affairs. Those have mostly been in branded consumer goods businesses, services, light manufacturing, distribution, telecom and media, both in the United States and Europe. Neither the Securities and Exchange Commission nor any state securities regulator has approved or disapproved of these securities or determined if this prospectus is truthful or complete.

Filed Pursuant to Rule b 4 Registration Nos. Investing in our securities involves a high degree of risk. Berggruen, another Berggruen Holdings Ltd investment professional or any other person.

Our sole employee, Mr. We cannot assure you, however, that our securities will be listed or will continue to be listed on the American Stock Exchange. The loans will be repaid out of the proceeds of this offering not placed in trust.

The agreements define a Berggruen Holdings Ltd portfolio company as a company of which Berggruen Holdings Ltd, directly or indirectly, controls a majority of the voting stock or a majority of the board of directors. We will not seek a waiver of these restrictions from Liberty International or such international blank check companies.

We do https://74ap.ru/2020/best-iphone-slot-games-2020.html liberty acquisition holdings any specific merger, stock exchange, asset acquisition, reorganization or similar business combination under consideration or contemplation.

We refer to this private placement as the co-investment and these private placement units, shares of common stock and warrants as the co-investment units, co-investment common stock and co-investment warrants, respectively, throughout this prospectus. Franklin is chairman and chief executive officer of Jarden Corporation.

If the independent committee concludes that Jarden is interested in that opportunity, we have agreed not liberty acquisition holdings continue with that transaction.

Since Marlin Equities is a recently formed investment vehicle whose first investment was in Freedom and whose second investment will be in us, it does not have any operations and its network, relationships and contacts that we expect to benefit from will be the network, relationships and contacts of Mr.

We believe that the extensive network of private equity sponsor relationships as well as relationships with management teams of public and private companies, investment bankers, attorneys and accountants developed by the principals of Berggruen Holdings and Marlin Equities should provide us with significant business combination opportunities.

If Mr. Index to Financial Statements. The underwriters are offering the units on a firm commitment basis. Therefore, Mr. Description of Securities.

This may be accomplished by identifying and acquiring a single business or multiple operating businesses, which may or may not be related, contemporaneously.

Berggruen and our other officer and directors have advised us that they do not intend to participate in this offering. Any representation to the contrary is a criminal https://74ap.ru/2020/places-to-eat-with-kids-near-me.html. GLG Partners operates in the alternative asset management sector.

Ashken may, but is not required to, assist us in the due diligence of potential target companies and the negotiation and structuring of a business combination. This is the initial public offering of our units.

Subject to compliance with applicable securities laws, we would only consummate such financing simultaneously with the consummation of a business combination.

Berggruen, and Marlin Equities, which is controlled by Mr. None of Mr. The proceeds from the sale of the co-investment units will provide us with additional equity capital to fund a business combination. Each of Berggruen Holdings and Marlin Equities has agreed not to transfer, assign or sell, directly or indirectly, any best gambling 2020 these warrants including the common stock to be issued upon exercise of these warrants until one year after we consummate a business combination.

We will not become a holding company for a minority interest in a target business.

However, our ability to benefit from these investment philosophies will be limited by the conflict of interests procedures described elsewhere in this prospectus.

The conflict of interests procedures for Jarden are described elsewhere in this prospectus. Berggruen and Mr. We will seek to capitalize on the significant private equity investing experience and contacts of the respective principals of our principal stockholders and sponsors, Berggruen Holdings and Marlin Equities.

Unless we tell you otherwise, the information in this prospectus assumes that the underwriters will not exercise their over-allotment option. Currently, no public market exists for our units, common stock or warrants.

We intend to initially focus on geographically targeted businesses with principal business operations in North America that may provide significant opportunities for liberty acquisition holdings. Our efforts in identifying prospective target businesses will not be limited to a particular industry.

As this is a summary, it does not contain all of the information that you should consider in making an investment decision. The proceeds from the sale of the warrants in the private placement will be deposited into a trust account and subject to a trust agreement, described below, and will be part of the funds distributed to our public stockholders in the event we are unable to complete a business combination.

Ashken, the other principal member who has been Mr. Target Geography Our efforts in identifying prospective target businesses will not be limited to a particular industry.

Lehman Brothers. We have not, nor has anyone on our behalf including our founderscontacted, or been contacted by, any potential target business, conducted any evaluation or had any substantive discussions, formal or otherwise, with respect to such a transaction prior to, in anticipation of or subsequent to our incorporation.

We may need to raise additional funds, in addition to the co-investment, through a private offering of debt or equity securities if such funds were required to consummate a business combination.

Material U. Warrants may not be settled on a cashless basis unless they have been called for redemption and we have required all warrants to be settled on that basis.

These transfer restrictions also apply to the transfers of the ownership interests in Berggruen Holdings and Marlin Equities. To date, our efforts have been limited to organizational activities.

We have restricted our geographic focus because our sponsors or their affiliates have formed, and may form in the future, other special purpose acquisition companies that are targeting investments, and that may be offered or listed, outside of the United States or North America. Franklin, Mr. We were formed to acquire a currently unidentified operating business through a merger, stock exchange, asset acquisition, reorganization or similar business combination, which we refer to throughout this prospectus as a business combination.

However, in his capacity as a member of Marlin Equities, Mr. Each of Berggruen Holdings and Marlin Equities has agreed not to transfer, assign or sell, directly or indirectly, any of these units or the common stock or warrants continue reading in these units including the common stock to be issued upon exercise of these warrantsuntil one year after we consummate a business combination.

Berggruen or any individuals and entities associated with him are required to commit any specified amount of time to our affairs. The warrants will expire liberty acquisition holdings years from the date of this prospectus, unless earlier redeemed.

Federal Income Tax Considerations. We believe that the procedures established with respect to the sourcing of a deal by the employees of Berggruen Holdings Ltd whereby a potential business combination opportunity with a company that is competitive with any portfolio company of Berggruen Holdings Ltd will not be presented to us until after such individual has presented the opportunity to such portfolio company and such portfolio company has determined not to proceed, eliminates such conflict for Mr.

We will not acquire an entity that is either a portfolio company of, or has otherwise received a financial investment from, our sponsors or their affiliates.

Each of Mr. However, in order to avoid the potential for a conflict of interest, Mr. Founded in June of and advised by Nicolas Berggruen, our president and chief executive officer, Berggruen Holdings Ltd which includes its predecessor companies and is an affiliate of Berggruen Holdings is a private investment company investing internationally in an extensive range of asset classes on an opportunistic basis, including direct private equity, stocks and bonds, hedge funds, private equity funds, and real estate.

These private placement units will be identical to the units sold in this offering. Franklin does not have any potential conflict of interests with any entity other than Jarden Corporation, a public consumer products company of which Mr.

Franklin is chairman and chief executive officer. Ashken has advised us that any services that he provides to us will be at no cost to us, except that we may reimburse him for out-of-pocket expenses, such as travel costs, that he may incur. Marlin Equities is an investment vehicle majority owned by its managing member, Martin E.

Any of the foregoing transfers will be made in accordance with applicable securities laws. We have entered into an agreement with Mr. We have entered into an agreement with each of Messrs.

We recognize that Mr. Liberty International is a blank check company that will seek business combination opportunities with companies with principal business operations outside of North America. Such transfers will be made in accordance with applicable securities laws. The procedures in our letter agreements generally require that if a business opportunity is competitive with a Berggruen Holdings Ltd portfolio company, it must first be presented to such company before it is made available to us. If we fail to do so, we will liquidate and distribute to our public stockholders the net proceeds of this offering, plus certain interest, less certain costs, each as described in this prospectus. Liberty Acquisition Holdings Corp.