EFTA Document EFTA01366300

8 The Offering In making your decision whether to invest in our securities, you should take into account not only the backgrounds of the members of our management team, but also the special risks we face as a blank check company and the fact that this offering is not being conducted in compliance with Rule 419 promulgated under the Securities Act. You will not be entitled to protections normally afforded to investors in Rule 419 blank check offerings. You should carefully consider these and the other risks set forth in the section below entitled "Risk Factors" beginning on page 28 of this prospectus. Securities offered 13,500,000 units, at $10.00 per unit, each unit consting of: • one share of common stock. and • one warrant to purchase one-half of one share of common stock. Proposed NASDAQ symbols Units: "GPACU- Common Stock: "GPAC" Warrants: "OPACW" Trading commencement and separation of common stock and warrants Separate trading of the common stock and warrants is prohibited until we have filed a Current Report on Form 8-K The units will begin trading on or promptly after the date of this prospectus. The common stock and warrants comprising the units will begin separate trading on the 52nd day following the date of this prospectus unless Deutsche Bank Securities Inc. informs us of its decision to allow earlier separate trading, subject to our having filed the Current Report on Form 8-K described below and having issued a prtis release announcing when such separate trading will begin. Once the shares of common stock and warrants commence separate trading. holders will have the option to continue to hold units or separate their units into the component securities. Holders will need to have their brokers contact our transfer agent in order to separate the units into shares of common stock and warrants. In no event will the common stock and warrants be traded separately until we have filed with the SEC a Current Report on Form 8-K which includes an audited balance sheet reflecting our receipt of the gross proceeds at the closing of this offering. We will file the Current Report on Form 8-K promptly after the closing of this offering, which is anticipate) to take place three business days from the date of this prospectus. If the underwriters' over-allotment option is exercised following the initial filing of such Current Report on Form 8-K, a second or amended Current Report on Form 8-K will be filed to provide update) financial information to reflect the exercise of the underwriters' over-allotment option. 9 Unita: Number outstanding before this offering 0 httpiAvivw.see. g ov/Archi vas/edger/data/ 643953A)00121390015005425/112015a2_globalperiner.htmr/27/2015 8:51:37 AM] CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) CONFIDENTIAL DB-SDNY-0057826 SONY GM_00204010 EFTA01366300