| Effect Of Restatement Disclosure [Text Block] |
Note 2 – Restatement of Previously Issued Condensed Financial Statements
The Company has restated its condensed financial statements as of September 30, 2012 to correct its accounting for adjustment made for its warrants. The Company’s original accounting treatment didn’t recognize a derivative liability and did not recognize changes in the fair value of that derivate liability in its condensed statement of operations.
In December 2012, the Company concluded it should correct its accounting related to the Company’s outstanding warrants. The Company had initially accounted for the warrants as a component of equity but upon further evaluation of the terms of the warrant, concluded that the warrants should be accounted for as a derivative liability. The warrants contain a restructuring price adjustment provision, such that, in the event the Company completes a business combination subsequent to the initial Business Combination which results in the Company’s shares no longer being listed on a national exchange or the OTC Bulletin Board, the exercise price of the warrants will decrease by formula that causes the warrants to not be indexed to the Company’s own shares. As a result of this provision, the Company has restated its financial statements to reflect the Company’s warrants as a derivative liability with changes in the fair value recorded in the current period earnings.
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The following table summarizes the adjustments made to the previously reported September 30, 2012 condensed balance sheet, condensed statement of operations, condensed statement of cash flows, and condensed statement of shareholders’ equity.
Selected condensed balance sheet information as of September 30, 2012:
| |
|
September 30,
2012 (as
previously
reported) |
|
|
Effect of
Restatement |
|
|
September 30,
2012
(As Restated) |
|
| |
|
|
|
|
|
|
|
|
|
| Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
| Warrant liability |
|
$ |
— |
|
|
$ |
2,152,000 |
|
|
$ |
2,152,000 |
|
| Total liabilities |
|
|
2,354,360 |
|
|
|
2,152,000 |
|
|
|
4,506,360 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Maximum ordinary shares subject to possible redemption |
|
|
43,140,724 |
|
|
|
(2,152,000 |
) |
|
|
40,988,724 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Equity |
|
|
|
|
|
|
|
|
|
|
|
|
| Ordinary shares |
|
|
1,956 |
|
|
|
216 |
|
|
|
2,172 |
|
| Additional paid-in capital |
|
|
5,803,861 |
|
|
|
(2,510,883 |
) |
|
|
3,292,978 |
|
| Retained earnings (Deficit) accumulated during the development stage |
|
|
(805,816 |
) |
|
|
2,501,667 |
|
|
|
1,704,851 |
|
| Total equity |
|
|
5,000,001 |
|
|
|
— |
|
|
|
5,000,001 |
|
| Total liabilities and equity |
|
$ |
50,495,085 |
|
|
$ |
— |
|
|
$ |
50,495,085 |
|
Selected condensed statement of operations information for the three months period and nine months period ended September 30, 2012 and 2011, respectively:
| |
|
For the three
months ended
September 30,
2012
(as previously
reported) |
|
|
Effect of
Restatement |
|
|
For the three
months ended
September 30,
2012
(As Restated) |
|
| |
|
|
|
|
|
|
|
|
|
| Gain on change in fair value of warrant liability |
|
$ |
— |
|
|
$ |
2,421,000 |
|
|
$ |
2,331,333 |
|
| Net (loss) income |
|
$ |
(161,020 |
) |
|
$ |
2,421,000 |
|
|
$ |
2,259,980 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Basic and diluted earnings (net loss) per share |
|
$ |
(0.03 |
) |
|
$ |
0.39 |
|
|
$ |
0.36 |
|
| |
|
For the nine
months ended
September 30,
2012
(as previously
reported) |
|
|
Effect of
Restatement |
|
|
For the nine
months ended
September 30,
2012
(As Restated) |
|
| |
|
|
|
|
|
|
|
|
|
| Gain on change in fair value of warrant liability |
|
$ |
— |
|
|
$ |
2,331,334 |
|
|
$ |
2,331,334 |
|
| Net (loss) income |
|
$ |
(470,848 |
) |
|
$ |
2,331,334 |
|
|
$ |
1,860,486 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Basic and diluted earnings (net loss) per share |
|
$ |
(0.08 |
) |
|
$ |
0.38 |
|
|
$ |
0.30 |
|
| |
|
For the three
months ended
September 30,
2011
(as previously
reported) |
|
|
Effect of
Restatement |
|
|
For the three
months ended
September 30,
2011
(As Restated) |
|
| |
|
|
|
|
|
|
|
|
|
| Gain on change in fair value of warrant liability |
|
$ |
— |
|
|
$ |
179,333 |
|
|
$ |
179,333 |
|
| Net (loss) income |
|
$ |
(194,207 |
) |
|
$ |
179,333 |
|
|
$ |
(14,874 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Basic and diluted earnings (net loss) per share |
|
$ |
(0.03 |
) |
|
$ |
0.03 |
|
|
$ |
0.00 |
|
| |
|
For the nine
months ended
September 30,
2011
(as previously
reported) |
|
|
Effect of
Restatement |
|
|
For the nine
months ended
September 30,
2011
(As Restated) |
|
| |
|
|
|
|
|
|
|
|
|
| Gain on change in fair value of warrant liability |
|
$ |
— |
|
|
$ |
179,333 |
|
|
$ |
179,333 |
|
| Net (loss) income |
|
$ |
(286,892 |
) |
|
$ |
179,333 |
|
|
$ |
(107,559 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Basic and diluted earnings (net loss) per share |
|
$ |
(0.07 |
) |
|
$ |
0.04 |
|
|
$ |
(0.03 |
) |
Selected condensed statement of cash flow information for the nine months period ended September 30, 2012 and 2011, respectively:
| |
|
For the nine months
ended September 30,
2012
(as previously
reported) |
|
|
Effect of
Restatement |
|
|
For the nine months
ended September 30,
2012
(As Restated) |
|
| |
|
|
|
|
|
|
|
|
|
| Operating activities: |
|
|
|
|
|
|
|
|
|
| Net (loss) income |
|
$ |
(470,848 |
) |
|
$ |
2,331,334 |
|
|
$ |
1,860,486 |
|
| Gain on change in fair value of warrant liability |
|
$ |
— |
|
|
$ |
(2,331,334 |
) |
|
$ |
(2,331,334 |
) |
| |
|
For the nine months
ended September 30,
2011
(as previously
reported) |
|
|
Effect of
Restatement |
|
|
For the nine months
ended September 30,
2011
(As Restated) |
|
| |
|
|
|
|
|
|
|
|
|
| Operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
| Net (loss) income |
|
$ |
(286,892 |
) |
|
$ |
179,333 |
|
|
$ |
(107,559 |
) |
| Gain on change in fair value of warrant liability |
|
$ |
— |
|
|
$ |
(179,333 |
) |
|
$ |
(179,333 |
) |
|