UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2006
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ______________________________________ to
____________________________________
Commission File No. Name of Registrant or Co-Registrant in Charter IRS Employer Number
- ------------------- ---------------------------------------------- -------------------
000-51150 ALDABRA ACQUISITION CORPORATION 20-1918691
(Exact Name of Registrant as Specified in Its Charter)
Delaware
- --------------------------------------------------------------------------------
(State or other Jurisdiction of Incorporation or organization of Registrant
and Co-Registrants)
c/o Terrapin Partners, LLC, Rockefeller Center, 620 Fifth Avenue, 10020
3rd Floor New York, New York
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices of Registrant) (Zip Code)
Registrant's Telephone number, including Area Code: (212) 332-3555
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes |X| No |_|
Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Exchange Act).
Yes |X| No |_|
As of August 14, 2006, 11,2000,000 shares of common stock, par value $.0001
per share, were issued and outstanding.
Transitional Small Business Disclosure Format (check one): Yes |_| No |X|
ALDABRA ACQUISITION CORPORATION
QUARTER ENDED JUNE 30, 2006
TABLE OF CONTENTS
----------------------
Page
PART I. FINANCIAL INFORMATION..........................................................................................1
ITEM 1. FINANCIAL STATEMENTS................................................................................1
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION...........................................9
ITEM 3. DISCLOSURE CONTROLS AND PROCEDURES..................................................................9
PART II. OTHER INFORMATION.............................................................................................10
ITEM 1. LEGAL PROCEEDINGS..................................................................................10
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS........................................10
ITEM 3. DEFAULTS UPON SENIOR SECURITIES....................................................................10
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS................................................11
ITEM 5. OTHER INFORMATION..................................................................................11
ITEM 6. EXHIBITS:..........................................................................................11
SIGNATURES...............................................................................................................12
EXHIBITS
EXHIBIT 31 CERTIFICATION OF JASON WEISS.................................................................E-1
EXHIBIT 32 CERTIFICATION OF JASON WEISS.................................................................E-2
i
Aldabra Acquisition Corporation
(a corporation in the development stage)
Condensed Balance Sheet
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
June 30, 2006
(unaudited) December 31, 2005
- -------------------------------------------------------------------------------------------------------------------------
ASSETS
Cash and cash equivalents $100,498 $735,354
Investments held in Trust Account (Note 3) 51,588,884 50,700,580
Prepaid expenses 18,910 22,524
- -------------------------------------------------------------------------------------------------------------------------
Total current assets 51,708,292 51,458,458
Deferred tax asset 322,477 205,612
Total assets $52,030,769 $51,664,070
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accrued expenses $348,857 $46,000
Capital and income taxes payable 34,608 154,149
Deferred Trust income 451,159 273,500
- -------------------------------------------------------------------------------------------------------------------------
Total liabilities 834,624 473,649
- -------------------------------------------------------------------------------------------------------------------------
Common stock, subject to possible conversion,
1,839,080 shares at conversion value (Note 4) 9,862,266 9,862,266
- -------------------------------------------------------------------------------------------------------------------------
Commitment
Stockholders' equity (Notes 2, 3 and 4)
Preferred stock, $.0001 par value, Authorized
1,000,000 shares; none issued -- --
Common stock, $.0001 par value
Authorized 35,000,000 shares
Issued and outstanding 11,200,000 shares
(which includes 1,839,080 subject to possible 1,120 1,120
conversion) and 2,000,000 respectively
Additional paid-in capital 41,033.303 40,996,589
Income accumulated during the development stage 299,456 330,446
- -------------------------------------------------------------------------------------------------------------------------
Total stockholders' equity 41,333,879 41,328,155
- -------------------------------------------------------------------------------------------------------------------------
Total liabilities and stockholders' equity $52,030,769 $51,664,070
=========================================================================================================================
See Notes to Condensed Financial Statements.
1
Aldabra Acquisition Corporation
(a corporation in the development stage)
Condensed Statement of Operations
(unaudited)
For the Period
For the Three For the Three For the Six For the Six Months from November 22,
Months Ended Months Ended Months Ended Ended June 30, 2004 (inception) to
June 30, 2006 June 30, 2005 June 30, 2006 2005 June 30, 2006
- ------------------------------------------------------------------------------------------------------------------------------------
Income:
Interest income $333,137 $309,436 $725,130 $404,993 $1,845,272
-------------- ------------- ------------- ------------------ -------------------
Expenses:
Professional fees 468,465 20,393 494,343 23,638 716,627
Franchise and capital taxes 10,375 5,423 20,750 20,125 62,839
Travel 14,674 15,853 26,015 15,853 114,034
Rent and office 31,941 27,294 63,628 37,744 152,879
Insurance 23,145 23,362 47,472 31,326 126,052
Other formation and operation costs - - - 525 1,625
-------------- ------------- ------------- ------------------ -------------------
Total Expenses 548,600 92,325 652,208 129,211 1,174,056
Income (loss) before taxes (215,463) 217,111 72,922 275,782 671,216
Provision for income taxes (24,502) 103,069 103,912 121,219 371,760
-------------- ------------- ------------- ------------------ -------------------
Net (loss) income $ (190,961) $114,042 $ (30,990) $154,563 $299,456
============== ============= ============= ================== ===================
Net (loss) income per share basic and
diluted $ (0.02) $0.01 $ (0.00) $0.02 $0.03
Weighted average shares
outstanding 11,200,000 11,200,000 11,200,000 8,758,011 9,817,747
- ------------------------------------------------------------------------------------------------------------------------------------
See Notes to Condensed Financial Statements
2
Aldabra Acquisition Corporation
(a corporation in the development stage)
Condensed Statement of Stockholders' Equity
Income
(Deficit)
Accumulated
During the
Common Stock Addition paid- Development
Shares Amount in capital Stage Total
----------------------------- ---------------- ----------------- -----------------
Sale of 2,000,000 shares of common 2,000,000 $200 $24,800 $-- $25,000
stock to initial stockholders on
November 22, 2004 at $.0125 per
share, as adjusted (Note 4)
Net Loss for the period -- -- -- (1,100) (1,100)
------------- --------------- ---------------- ----------------- -----------------
Balance at December 31, 2004 2,000,000 $200 $24,800 $(1,100) $23,900
Unaudited:
Sale of 9,200,000 units, net of 9,200,000 920 50,834,055 -- 50,834,975
underwriters' discount and offering
expenses (includes 1,839,080 shares
subject to possible conversion)
Proceeds subject to possible
conversion of 1,839,080 shares -- -- (9,862,266) -- (9,862,266)
Net income for the period -- -- -- 331,545 331,545
------------- --------------- ---------------- ----------------- -----------------
Balance, December 31, 2005 11,200,000 $1,120 $40,996,589 $330,446 $41,328,155
Unaudited:
Additional capital contributed -- -- 36,714 -- 36,714
Net Loss for the period (30,990) (30,990)
------------- --------------- ---------------- ----------------- -----------------
Balance, June 30, 2006 11,200,000 $1,120 $41,033,303 $299,456 $41,333,879
============= =============== ================ ================= =================
See Notes to Condensed Financial Statements.
3
Aldabra Acquisition Corporation
(a corporation in the development stage)
Condensed Statement of Cash Flows
(unaudited)
For the Six For the period from
For the Six Months Ended November 22, 2004
Months Ended June (inception) to
June 30, 2006 30, 2005 June 30, 2006
- ---------------------------------------------------------------------------------------------------------------------------------
Cash flow from operating activities
Net (loss) income $ (30,990) $154,563 $299,456
Adjustments to reconcile net income to net cash used in
operating activities:
Interest earned on treasury bills held in Trust (888,304) (490,777) (2,252,884)
Increase in deferred tax asset (116,865) (322,477)
(Decrease) Increase in capital and income taxes payable (119,541) 141,344 34,608
Increase in deferred interest 177,659 98,274 451,159
Decrease (Increase) in prepaid expenses 3,614 (73,944) (18,910)
Increase in accrued expenses 302,857 10,600 348,857
- ---------------------------------------------------------------------------------------------------------------------------------
Net cash used in operating activities (671,570) (159,940) (1,460,191)
- ---------------------------------------------------------------------------------------------------------------------------------
Cash flows from Investing Activities
Cash placed into Trust Fund -- (49,336,000) (49,336,000)
- ---------------------------------------------------------------------------------------------------------------------------------
Cash flows from financing activities
Proceeds from notes payable, stockholders -- -- 70,000
Repayment of notes payable, stockholders -- (70,000) (70,000)
Additional capital contribution 36,714 -- 36,714
Proceeds from sale of shares of common stock -- 55,200,000 55,225,000
Payment of costs of public offering -- (4,250,179) (4,365,025)
- ---------------------------------------------------------------------------------------------------------------------------------
Net cash provided by financing activities 36,714 50,879,821 50,896,689
- ---------------------------------------------------------------------------------------------------------------------------------
Net (decrease) increase in cash (634,856) 1,383,881 100,498
Cash at beginning of the period 735,354 11,095 --
- ---------------------------------------------------------------------------------------------------------------------------------
Cash at the end of the period $100,498 $1,394,976 $100,498
- ---------------------------------------------------------------------------------------------------------------------------------
See Notes to Condensed Financial Statements.
4
Aldabra Acquisition Corporation
(a corporation in the development stage)
Notes to Unaudited Financial Statements
1. Basis of Presentation The financial statements at June 30, 2006
and for the periods ended June 30, 2006 and
2005 are unaudited. In the opinion of
management, all adjustments (consisting of
normal accruals) have been made that are
necessary to present fairly the financial
position of Aldabra Acquisition Corporation
(the "Company") as of June 30, 2006 and the
results of its operations and its cash flow
for the periods ended June 30, 2006 and
2005. Operating results for the interim
period presented are not necessarily
indicative of the results to be expected
for a full year. The December 31, 2005
balance sheet is derived from the audited
financial statements.
The statements and related notes have been
prepared pursuant to the rules and
regulations of the U.S. Securities and
Exchange Commission. Accordingly, certain
information and footnote disclosures
normally included in financial statements
prepared in accordance with generally
accepted accounting principles have been
omitted pursuant to such rules and
regulations. These financial statements
should be read in conjunction with the
financial statements that were included in
the Company's Annual Report on Form 10-KSB
for the period ended December 31, 2005.
2. Organization and Business Aldabra Acquisition Corporation is a blank
Operations check company formed on November 22, 2004
to effect a merger, capital stock exchange,
asset acquisition or other similar business
combination with an operating business such
as the one described in Note 5 below
("Business Combination"). Aldabra is not
presently engaged in, and will not engage
in, any substantive commercial business
until the consummation of the business
combination with GLDD.
The Company's Amended and Restated
Certificate of Incorporation provides for
mandatory liquidation of the Company in the
event that the Company does not consummate
a Business Combination within 18 months
from the date of the consummation of the
Offering, or 24 months from the
consummation of the Offering if certain
extension criteria have been satisfied. The
merger agreement described in Note 5
satisfies such extension criteria. However,
if the merger is not consummated before
February 24,
5
2007 (24 months from the consummation of
the Offering) the Company will be
liquidated. There is no assurance that the
Company will be able to successfully effect
a Business Combination during this period.
This factor raises substantial doubt about
the Company's ability to continue as a
going concern. The accompanying financial
statements are prepared assuming the
Company will continue as a going concern.
The financial statements do not include any
adjustments that might result from the
outcome of this uncertainty. In the event
of liquidation, it is likely that the per
share value of the residual assets
remaining available for distribution
(including assets deposited in the Trust
Account described in Note 3 below) will be
less than the initial public offering price
per share in the Offering (assuming no
value is attributed to the Warrants
contained in the Units sold in the Offering
discussed in Note 3).
3. Initial Public Offering The registration statement for the
Company's initial public offering
("Offering") was declared effective
February 17, 2005. On February 24, 2005,
the Company sold 8,000,000 units ("Units")
in the Offering and received net proceeds
of approximately $44,139,000. On February
25, 2005, the Company sold an additional
1,200,000 Units pursuant to the
underwriters' over-allotment option and
received net proceeds of approximately
$6,696,000.
Each Unit consists of one share of the
Company's common stock, $.0001 par value,
and two Redeemable Common Stock Purchase
Warrants ("Warrants"). Each Warrant
entitles the holder to purchase from the
Company one share of common stock at an
exercise price of $5.00 commencing after
the completion of a Business Combination
and expiring on February 16, 2009. The
Warrants will be redeemable at a price of
$.01 per Warrant upon 30 days' notice after
the Warrants become exercisable, only in
the event that the last sale price of the
common stock is at least $8.50 per share
for any 20 trading days within a 30 trading
day period ending on the third trading day
prior to the date on which notice of
redemption is given.
The Company's management has broad
discretion with respect to the specific
application of the net proceeds of this
Offering, although substantially all of the
net proceeds of this Offering are intended
to
6
be generally applied toward consummating a
Business Combination. An amount of
approximately $49,336,000 of the net
proceeds was placed in an interest-bearing
trust account ("Trust Account") until the
earlier of (i) the consummation of a
Business Combination or (ii) liquidation of
the Company. Under the agreement governing
the Trust Account, funds will only be
invested in United States "government
securities" within the meaning of Section
2(a)(16) of the Investment Company Act of
1940 with a maturity of 180 days or less,
or in money market funds meeting certain
conditions under Rule 2a-7 promulgated
under the Investment Company Act of 1940.
At June 30, 2006, the value of the Trust
Account amounted to approximately
$51,588,900. The remaining net proceeds
(not held in the Trust Fund) may be used to
pay for business, legal and accounting due
diligence on prospective acquisitions,
general and administrative expenses and
corporate income and franchise taxes.
4. Common Stock On January 27, 2005, the Company's Board of
Directors authorized a stock dividend of
one share of common stock for each
outstanding share of common stock. In
addition, on January 27, 2005, the
Company's Board of Directors approved an
amendment to the Company's Certificate of
Incorporation to increase the number of
authorized shares of common stock to
35,000,000. All references in the
accompanying financial statements to the
numbers of shares have been retroactively
restated to reflect these transactions.
As of June 30, 2006, 1,839,080 shares of
common stock were reserved for issuance
upon exercise of redeemable warrants.
7
5. Business Combination On June 20, 2006, the Company entered into
an Agreement and Plan of Merger (the
"Merger Agreement"), by and among GLDD
Acquisition Corp., a Delaware corporation
("GLDD"), the Company, Aldabra Merger Sub,
L.L.C., a Delaware limited liability
company and a wholly owned subsidiary of
the Company ("Merger Sub") and certain
representatives named therein. GLDD is the
parent company of Great Lakes Dredge & Dock
Corporation ("Great Lakes") and both
entities are affiliates of Madison Dearborn
Partners, LLC, a Chicago, Illinois-based
private equity fund.
Pursuant to the Merger Agreement, GLDD will
merge with and into Merger Sub (the
"Merger"), with Merger Sub continuing after
the Merger as the surviving corporation and
GLDD's stockholders receiving common stock
of the Company. The Company will then merge
into an indirect wholly-owned subsidiary
and, in connection with this subsequent
merger, the Company's stockholders
(including the former GLDD's stockholders)
will receive stock in a new holding
company, which will shortly after closing
be renamed Great Lakes Dredge & Dock
Corporation. The available cash of the
Company (including the cash in the Trust
Account) will be used to pay down GLDD's
debt. The transaction has been approved by
the boards of both the Company and GLDD,
but is subject to customary closing
conditions, including review under the
Hart-Scott-Rodino Act. The consummation of
the transaction with GLDD is also
conditioned on the approval by the
Company's shareholders. All of the
Company's stockholders prior to the
Offering, including all of the officers and
directors of the Company ("Initial
Stockholders"), have agreed to vote their
2,000,000 founding shares of common stock
in accordance with the vote of the majority
in interest of all other stockholders of
the Company ("Public Stockholders") with
respect to any Business Combination,
including the merger with GLDD.
Under the Company's Amended and Restated
Certificate of Incorporation, any Public
Stockholder who votes against the Business
Combination may demand that the Company
convert his or her shares into a pro rata
share of the Trust Account. However, in the
event that stockholders owning 20% or more
of the shares sold in the Offering vote
against the Business Combination and demand
the conversion of their shares into cash,
the Business Combination will not be
consummated. Shares will
8
only be converted into cash if the proposed
Business Combination is consummated. The
per share conversion price will equal the
amount in the Trust Account as of two days
prior to the consummation of the proposed
Business Combination divided by the number
of shares of common stock held by Public
Stockholders at the consummation of the
Offering. Accordingly, Public Stockholders
holding 19.99% of the aggregate number of
shares owned by all Public Stockholders may
seek conversion of their shares in the
event of a Business Combination. Such
Public Stockholders are entitled to receive
their per share interest in the Trust
Account computed without regard to the
shares held by Initial Stockholders.
Accordingly, a portion of the net proceeds
from the offering (19.99% of the amount
originally held in the Trust Account) has
been classified as common stock subject to
possible conversion in the accompanying
June 30, 2006 balance sheet and 19.99% of
the related interest earned on the Treasury
Bill has been recorded as deferred
interest.
9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The following discussion should be read in conjunction with the Company's
Consolidated Financial Statements and footnotes thereto contained in this
report.
Forward Looking Statements
The statements discussed in this Report include forward looking statements
that involve risks and uncertainties, including the timely delivery and
acceptance of the Company's products and the other risks detailed from time to
time in the Company's reports filed with the Securities and Exchange Commission.
Results of Operations
Aldabra was formed on November 22, 2004. For the three months ended June
30, 2006, we had a net loss of approximately $191,000, derived from interest
income less operating expenses, compared with net income for the three months
ended June 30, 2005 of approximately $114,000, derived from interest income less
operating expenses. For the six months ended June 30, 2006, we had a net loss of
approximately $31,000, derived from interest income less operating expenses,
compared with net income for the six months ended June 30, 2005 of approximately
$154,600 derived from interest income less operating expenses. For the period
from November 22, 2004 (inception) through June 30, 2006, Aldabra had net income
of $299,456, derived from interest income less operating expenses. For such
period, interest accrued on the trust fund was $1,801,800 and other interest
income was $42,800. Operating expenses for such period were $817,800 and
consisted primarily of $126,100 for director and officer liability and other
insurance, $122,900 for a monthly administrative services fee, $411,800 for
professional fees, and $157,000 for travel and other expenses.
Aldabra consummated its initial public offering on February 24, 2005. On
February 25, 2005, Aldabra consummated the closing of an additional 1,200,000
units that were subject to the underwriters' over-allotment option. Gross
proceeds from Aldabra's initial public offering were $55,200,000. Aldabra paid a
total of approximately $3,864,000 in underwriting discounts and commissions, and
approximately $501,000 was paid for costs and expenses related to the offering.
After deducting the underwriting discounts and commissions and the
offering expenses, the total net proceeds to Aldabra from the offering were
approximately $50,835,000, of which approximately $49,336,000 was deposited into
the trust account (or $5.36 per share sold in the offering). The remaining
proceeds are available to be used by Aldabra to provide for business, legal and
accounting due diligence on prospective acquisitions and general and
administrative expenses, and corporate income and franchise taxes. Through June
30, 2006, Aldabra has used $1,398,500 of the net proceeds that were not
deposited into the trust fund to pay such expenses and taxes.
Aldabra intends to use substantially all of the net proceeds of the offering to
acquire GLDD. If the Great Lakes merger is approved, Aldabra common stock will
be used as consideration to effect the business combination with GLDD. The
proceeds held in the trust account as well as any other net proceeds not
expended will be used to finance the operations of the target business. Aldabra
believes it will have sufficient available funds outside of the Trust Account
or, if necessary, that Nathan Leight and Jason Weiss or their affiliates will
advance it sufficient funds to operate through February 24, 2007, assuming that
a business combination is not consummated during that time. However, Aldabra may
need to raise additional funds through a private offering of debt securities if
such funds are required to consummate a business combination that is presented
to it.
Off-Balance Sheet Arrangements
Options and warrants issued in conjunction with Aldabra's initial public
offering are equity linked derivatives and accordingly represent off-balance
sheet arrangements. The options and warrants meet the scope exception in
paragraph 11(a) of Financial Accounting Standard (FAS) 133 and are accordingly
not accounted for as derivatives for purposes of FAS 133, but instead are
accounted for as equity. See Footnote 2 to Aldabra's audited financial
statements included in this proxy statement/prospectus for more information.
ITEM 3. DISCLOSURE CONTROLS AND PROCEDURES.
Disclosure controls and procedures are controls and other procedures that
are designed to ensure that information required to be disclosed in company
reports filed or submitted under the Securities Exchange Act of 1934 (the
"Exchange Act") is recorded, processed, summarized and reported, within the time
periods specified in the Securities and Exchange Commission's rules and forms.
Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed in
company reports filed or submitted under the Exchange Act is
10
accumulated and communicated to management, including our chief executive
officer and treasurer, as appropriate to allow timely decisions regarding
required disclosure.
As required by Rules 13a-15 and 15d-15 under the Exchange Act, our chief
executive officer carried out an evaluation of the effectiveness of the design
and operation of our disclosure controls and procedures as of June 30, 2006. His
evaluation was carried out with the participation of other members of our
management. Based upon their evaluation, he concluded that our disclosure
controls and procedures were effective.
Our internal control over financial reporting is a process designed by, or
under the supervision of, our chief executive officer and effected by our board
of directors, management and other personnel, to provide reasonable assurance
regarding the reliability of our financial reporting and the preparation of our
financial statements for external purposes in accordance with generally accepted
accounting principles. Internal control over financial reporting includes
policies and procedures that pertain to the maintenance of records that in
reasonable detail accurately and fairly reflect the transactions and
dispositions of our assets; provide reasonable assurance that transactions are
recorded as necessary to permit preparation of our financial statements in
accordance with generally accepted accounting principles, and that our receipts
and expenditures are being made only in accordance with the authorization of our
board of directors and management; and provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use or disposition
of our assets that could have a material effect on our financial statements.
During the most recently completed fiscal quarter, there has been no
significant change in our internal control over financial reporting that has
materially affected, or is reasonably likely to materially affect, our internal
control over financial reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
Not Applicable.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
(a) On February 24, 2005, we consummated our initial public offering of
8,000,000 Units, with each unit consisting of one share of our common stock and
two warrants, each to purchase one share of our common stock at an exercise
price of $5.00 per share. On February 25, 2005, we closed on an additional
1,200,000 units that were subject to the underwriters' over-allotment option.
The units were sold at an offering price of $6.00 per unit, generating total
gross proceeds of $55,200,000. Morgan Joseph & Co. Inc. acted as the sole book
running manager and EarlyBirdCapital, Inc. acted as a co-manager. The securities
sold in the offering were registered under the Securities Act of 1933 on a
registration statement on Form S-1 (No. 333-121610). The Securities and Exchange
Commission declared the registration statement effective on February 17, 2005.
We paid a total of approximately $3,864,000 in underwriting discounts and
commissions, and approximately $501,000 was paid for costs and expenses related
to the offering.
After deducting the underwriting discounts and commissions and the
offering expenses, the total net proceeds to us from the offering were
approximately $50,835,000, of which approximately $49,336,000 was deposited into
a Trust Account (or $5.36 per share sold in the offering) and the remaining
proceeds are available to be used to provide for business, legal and accounting
due diligence on prospective business combinations, general and administrative
expenses and corporate income and franchise taxes.
(b) Not Applicable (applies only to new registrants)
(c) Not Applicable (share repurchases)
Item 3. Defaults Upon Senior Securities.
11
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Other Information.
None.
Item 6. Exhibits:
(a) Exhibits:
10.1- Agreement and Plan of Merger by and among GLDD Acquisition Corp.,
the Registrant, Aldabra Merger Sub L.L.C. and certain
representatives named therein, filed as an exhibit to the Current
Report on Form 8- K filed on June 20, 2006.
31- Section 302 Certification by CEO
32- Section 906 Certification by CEO
12
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
ALDABRA ACQUISITION
CORPORATION
Dated: August 14, 2006
/s/ Jason Weiss
---------------------------
Jason Weiss
Chief Executive Officer
13