Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A
Proxy
Statement Pursuant to Section 14(a)
of
the Securities Exchange Act of 1934
Filed
by the Registrant x
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Filed
by a Party other than the Registrant ¨
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Check
the appropriate box:
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o Preliminary
Proxy Statement
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¨ Confidential,
for Use of the Commission Only (as
permitted
by
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¨ Definitive
Proxy Statement
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Rule
14a-6(e)(2))
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x Definitive
Additional Materials
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¨ Soliciting
Material Pursuant to §240.14a-12
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ALYST
ACQUISITION CORP.
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(Name
of Registrant as Specified In Its Charter)
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(Name
of Person(s) Filing Proxy Statement, if other than the
Registrant)
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Payment
of Filing Fee (Check the appropriate box):
o
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Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and
0-11.
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(a)
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Title
of each class of securities to which transaction
applies:
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(b)
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Aggregate
number of securities to which transaction applies:
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(c)
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Per
unit price or other underlying value of transaction computed pursuant to
Exchange Act Rule 0-11 (set forth the amount on which the filing fee is
calculated and state how it was determined): Pursuant to Rule 0-11(c)(1)
and 0-11(c)(4) under the Exchange Act as follows:
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(d)
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Proposed
maximum aggregate value of transaction:
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x
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Fee
paid previously with preliminary
materials.
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o
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Check
box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its
filing.
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(a)
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Amount
Previously Paid:
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(b)
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Form,
Schedule or Registration Statement No.:
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ALYST
ACQUISITION CORP. PROVIDES UPDATE ON THE VALUE OF ITS TRUST
NEW YORK,
JUNE 9/PRNewswire-FirstCall/Alyst Acquisition Corp. (NYSE Amex: AYA), a special
purpose acquisition company (“Alyst” or the “Company”), confirmed today that as
of May 31, 2009, the trust maintained by Alyst for the benefit of its
shareholders held $63,181,520, approximately $7.85 per publicly traded share,
compared to $63,372,927 held in trust as of April 30, 2009, or approximately
$7.88 per publicly traded share. The decrease in trust funds at May
31, 2009 is due to the withdrawal of $212,000 from available working capital to
pay Alyst’s operating expenses. Amounts distributable to Alyst’s
public stockholders in connection with the proposed business combination with
China Networks Media, Ltd. (China Networks) may be affected by additional
interest earned, tax refunds (if any), taxes payable, and further withdrawals of
available working capital. During the month of May 2009, the Company
earned $20,593 in interest on the funds held in the trust. As of May
31, 2009, the Company had withdrawn from the trust substantially all of the
funds available to it for working capital.
On or about June 1, 2009, Alyst
mailed to record holders of its common stock a definitive proxy
statement/prospectus in connection with a Special Meeting to be held on June 23,
2009 to approve, among other things, the redomestication of Alyst to the British
Virgin Islands through a merger with its subsidiary, China Networks
International Holdings Ltd. (CNIH), and the merger between Alyst/CNIH and China
Networks. Alyst is required under its charter documents to liquidate
unless a business combination is consummated by June 29, 2009. Public
stockholders who vote against the business combination may elect to convert
their shares into cash as described in the proxy
statement/prospectus.
Alyst, CNIH, and China Networks and their
respective directors and executive officers, and Chardan Capital Markets,
Alyst’s financial advisor, and its partners and directors, may be deemed to be
participants in the solicitation of proxies for the Special Meeting of Alyst
stockholders. In connection with the pending transaction, CNIH has
filed with the SEC a Registration Statement on Form S-4, File No. 333-157026,
which was declared effective by the SEC on May 29, 2009. The stockholders of
Alyst are urged to read the Registration Statement and the definitive proxy
statement/prospectus, as well as all other relevant documents filed with the
SEC. These documents contain important information about Alyst, CNIH,
China Networks and the proposed transaction.
Stockholders
may obtain a copy of the definitive proxy statement/prospectus and any other
relevant filed documents at no charge from the SEC’s website
(www.sec.gov). These documents will also be available from Alyst at
no charge by directing a request to 233 East 69th Street, #6J, New York, New
York 10021. In addition, stockholders may direct their questions to
Morrow & Co., LLC, 470 West Avenue, 3rd Floor, Stamford, CT 06902, toll-free
(800) 662-5200. Alyst has engaged Morrow & Co., LLC to provide
limited assistance in the proxy solicitation process.
Safe
Harbor Statement
This press release contains
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934 about Alyst
and China Networks Media, Ltd. and their combined business after completion of
the proposed acquisition. Forward-looking statements are statements that are not
historical facts and may be identified by the use of forward-looking
terminology, including the words "believes," "expects," "intends," "may,"
"will," "should" or comparable terminology. Such forward-looking statements are
based upon the current beliefs and expectations of Alyst's and China Networks
Media, Ltd.'s management and are subject to risks and uncertainties which could
cause actual results to differ from the forward- looking
statements.
Forward-looking statements are not
guarantees of future performance and actual results of operations, financial
condition and liquidity, and developments in the industry may differ materially
from those made in or suggested by the forward-looking statements contained in
this press release. These forward-looking statements are subject to numerous
risks, uncertainties and assumptions. The forward-looking statements in this
press release speak only as of the date of this press release and might not
occur in light of these risks, uncertainties, and assumptions. Alyst undertakes
no obligation and disclaims any obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events, or otherwise.
For
Further Information, please contact:
Alyst
Acquisition Corp.
Michael
E. Weksel
Tel:
212-650-0232
SOURCE
Alyst Acquisition Corp.