Williams Rowland Acquisition Corp. is a newly organized blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities, which we refer to as our initial business combination. We have not selected any business combination target and we have not, nor has anyone on our behalf, initiated any substantive discussions, directly or indirectly, with any business combination target. While we will not be limited to a particular industry or geographic region, given the experience of our management team, our acquisition and value creation strategy will focus on companies in the financial services, fintech and technology sectors.
This is an initial public offering of our securities. Each unit has an offering price of $10.00 and consists of one share of common stock and one-half (1/2) of one redeemable warrant. Each whole warrant entitles the holder to purchase one share of common stock at a price of $11.50 per share, subject to adjustment, terms and limitations as described herein. Only whole warrants are exercisable. The warrants will become exercisable on the later of 30 days after the completion of our initial business combination or 12 months from the closing of this offering, and will expire five years after the completion of our initial business combination or earlier upon redemption or liquidation, as described in this prospectus. The underwriters have a 45-day option from the date of this prospectus to purchase up to 3,000,000 additional units to cover over-allotments, if any.
We will provide our public stockholders with the opportunity to redeem all or a portion of their shares of common stock upon the completion of our initial business combination, subject to the limitations described herein. If we have not consummated an initial business combination within 18 months from the closing of this offering, we will redeem 100% of the public shares for cash, subject to applicable law and certain conditions as described herein.
Williams Rowland Sponsor LLC and Wrac Ltd (collectively, our “sponsor”), have agreed to purchase 9,900,000 warrants (or 11,100,000 warrants if the underwriters’ over-allotment option is exercised in full) at a price of $1.00 per warrant in a private placement to occur concurrently with the closing of this offering. These warrants, which we refer to as the “private placement warrants,” are identical to the warrants sold as part of the units in this offering, subject to limited exceptions as further described herein. Our sponsor currently owns 5,750,000 shares of common stock of which 750,000 shares are subject to forfeiture depending on the extent to which the underwriter’s over-allotment option is exercised.
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