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Published on 2/1/2008 in the Prospect News Special Situations Daily.

Aldabra investors agree to vote for Boise Cascade acquisition

By Lisa Kerner

Charlotte, N.C., Feb. 1 - Aldabra 2 Acquisition Corp. entered into contingent value rights agreements with certain investors, Terrapin Partners Venture Partnership and Boise Cascade, LLC.

The investors will receive from Terrapin and Boise Cascade certain contingent value rights to receive payments in cash, Aldabra shares or a combination of cash and shares. For their part, the investors agreed to vote in favor of management-recommended proposals at the special meeting of Aldabra stockholders on Feb. 5.

As of February, some 40 institutional shareholders have executed agreements to vote in favor of all the proposals set forth in the definitive proxy statement, according to an Aldabra news release.

The contingent value rights and the obligations automatically terminate if the purchase agreement is terminated under its terms or if, prior to Feb. 5, the closing price of Aldabra shares is $10.50 or greater for any 20 days during 30 consecutive trading days or for 10 consecutive trading days.

Aldabra shareholders of record as of Jan. 16 will be asked to vote on the company's proposed acquisition of Boise Cascade, LLC's packaging and paper manufacturing businesses at the special meeting on Feb. 5 at 11 a.m. ET in New York.

It was previously reported that Aldabra agreed to acquire Boise Cascade's Boise White Paper, LLC, Boise Packaging & Newsprint, LLC and Boise Cascade Transportation Holdings Corp. in a cash and stock deal valued at $1.63 billion.

Boise Cascade manufactures and sells corrugated containers, paper, pulp and newsprint. The company is based in Boise, Idaho.

Aldabra is a special-purpose acquisition corporation based in New York.


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