Last Updated:
Searching
Create account to add to watchlist!
Create account to add to watchlist!

Crescera Capital Acquisition Corp. - CREC

  • Commons

    $10.03

    +0.00%

    CREC Vol: 0.0

  • Warrants

    $0.18

    +0.00%

    CRECW Vol: 0.0

  • Units

    $9.99

    +0.00%

    CRECU Vol: 0.0

Average: 0
Rating Count: 0
You Rated: Not rated

Please log in to rate.

SPAC Stats

Market Cap: 199.8M
Average Volume: 20.7K
52W Range: $9.79 - $9.98
Weekly %: +0.00%
Monthly %: +0.20%
Inst Owners: 0

Info

Target: Searching
Days Since IPO: 225
Unit composition:
Each unit has an offering price of $10.00 and consists of one Class A ordinary share and one-half of one redeemable warrant
Trust Size: 20000000.0M

Management

Officers and Directors Our officers, directors and director nominees are as follows: Name Age Position Felipe Samuel Argalji 33 Chief Executive Officer Laura Guaraná Carvalho 38 Chief Financial Officer Jaime Cardoso Danvila 52 Chairman Daniel Arthur Borghi 47 Director Denise Pauli Pavarina 57 Director Nominee Rossana Isabel Sadir Prieto 51 Director Nominee Flavio Dias Fonseca da Silva 44 Director Nominee Felipe Samuel Argalji, Chief Executive Officer Felipe Samuel Argalji is our Chief Executive Officer. Mr. Argalji is also a Partner of Crescera and co-responsible for the Education platform. Prior to joining Crescera in January 2009, Mr. Argalji began his career in the private equity division of Gávea Investimentos from June 2007 to November 2008, where he covered investments in several sectors including agribusiness, logistics, retail and utilities. He is currently a director of Afya Ltd. (Nasdaq: AFYA) since June 2019 and AOVS Sistema de Informática S.A (Alura) since December 2020. He previously served as director of Afya Participações S.A. (formerly NRE Participações S.A.), or Afya Brazil, from August 2016 to December 2019 and of Anima Educação (B3: ANIM3) from January 2012 to January 2015. Mr. Argalji holds a Bachelor degree in Economics from IBMEC Business School, Rio de Janeiro. Laura Guaraná Carvalho, Chief Financial Officer Laura Guaraná Carvalho is our Chief Financial Officer. Mrs. Guaraná is also a partner at Crescera and is co-responsible for its Education platform. She joined Crescera in July 2008. Prior to joining Crescera, she worked at Banco BBM at the Equity and Credit Research departments from May 2006 to June 2008. She currently also serves as a Director at Afya Ltd. (Nasdaq: AFYA) since July 2019 and at Centro Universitário do Planalto Central Apparecido dos Santos (UNICEPLAC) since April 2019. Mrs. Guaraná chairs the Expansion Committee at Afya Ltd. since January 2020. Prior to that, she served as a Director at Guardaya Empreendimentos e Participações S.A. (Medcel) from January 2018 to April 2019, and as a member of the finance advisory committee at Affero Lab Participações S.A. from June 2012 to June 2015. Mrs. Guaraná holds a Bachelor of Science in Electrical Engineering from PUC-Rio and a Master’s degree in Finance and Business Economics from FGV/EPGE. Jaime Cardoso Danvila, Chairman Jaime Cardoso Danvila serves as the Chairman of our board of directors. Mr. Cardoso is also a Partner at Crescera and is co-responsible for its Consumer, Retail, Healthcare & Services platform. Prior to joining Crescera in May 2010, Mr. Cardoso served as a Director of mergers and acquisitions at Citigroup Global Markets from June 2000 to April 2008, Bradesco Banco de Investimentos from April 2008 to April 2010, and as an economist at the International Monetary Fund from May 1999 to May 2000. Mr. Cardoso serves as a board member for Hospital Vera Cruz since June 2017; Hospital Care S.A. since May 2017; Grupo São Lucas since December 2017; Rede Oba Hortifruti since December 2017, Vita Participações since August 2018, Grupo Baia Sul since December 2018; Semantix Tecnologia em Sistemas de Informação S.A. since August 2019; Domicile Home Care Assistência Médica Domiciliar since August 2020; and Grupo Zelo since August 2020. Mr. Cardoso has also served as a board member for Estapar (B3: ALPK3) from February 2012 to January 2021; Hortigil Hortifruti S.A. from September 2010 to April 2016; Laticínios São Vicente from May 2013 to August 2019; and Forno de Minas Alimentos S.A. from January 2014 to March 2018. Mr. Cardoso holds a Master of Arts and C. Phil degree in Economics from UCLA. Due to his extensive private equity and investment experience, we believe Mr. Cardoso is well qualified to serve as a member of our board of directors. 124 Table of Contents Daniel Arthur Borghi, Director Daniel Arthur Borghi serves as a director on our board of directors. Mr. Borghi is also a Partner at Crescera and is co-responsible for its Education platform. He joined Crescera in February 2008. Mr. Borghi is also a member of Afya Ltd.’s board of directors, a position he has held since July 2019. He was a member of the board of directors of Afya Participações S.A. (formerly NRE Participações S.A.), or Afya Brazil, from August 2016 to December 2019, when the board of directors of Afya Brazil was extinguished. Since November 2018, he is also Co-Chief Executive Officer of Crescera, a managing director and a member of its Executive Committee. He is also currently a member of the board of directors of União Educacional do Planalto Central S.A. (UNICEPLAC) since March 2018 and Nelogica Sistemas de Software Ltda. since December 2020. He was previously a member of the board of directors of Wide Desenvolvimento Humano e Tecnologia S.A. from February 2015 to July 2020; Prepona Sistema de Testagem e Avaliação S.A. from July 2015 to March 2018; Passei Direto S.A. from February 2015 to March 2018; and Guardaya Empreendimentos e Participações S.A. (Medcel) from March 2016 to January 2019. Prior to joining the board of directors of Afya Brazil, he was a consultant at McKinsey & Co. from July 2006 to February 2008; an executive at Docas Participações S.A. from September 2003 to June 2004; and a partner at Finance Ltda. from May 1999 to August 2003, working in mergers and acquisitions, venture capital and restructuring. He holds a degree in electrical engineering and telecommunications from PUC-RJ, an MBA from the Kellogg School of Management at Northwestern University and a Specialist Title in Finance from the Instituto Brasileiro de Mercado de Capitais – IBMEC. Due to his extensive entrepreneurial, investment and management experience, we believe Mr. Borghi is well qualified to serve as a member of our board of directors. Our Independent Director Nominees Our independent director nominees will join our board of directors upon the effective date of the registration statement. We believe our board members will add significant value to our target company and will aid in our ability to source our initial business combination. These nominees are: Denise Pauli Pavarina, Director Nominee Denise Pauli Pavarina will serve as a Director upon the completion of this offering. Mrs. Pavarina was Director of Companies at BNDES (Brazilian National Development Bank) from April 2019 to September 2019, responsible for corporate credit for large companies. Before BNDES, she was an executive director and investor relations director at Banco Bradesco from January 2012 to January 2019, managing director of Bradesco Asset Management from January 2009 to January 2012 and, previously, head of the investment bank of Bradesco (Banco Bradesco BBI), from January 2007 to January 2009. Mrs. Pavarina holds over 30 years of experience in financial and capital markets. She was president of the Brazilian Association of Financial and Capital Markets (Anbima) from April 2012 to April 2016, and a member of the Advisory Boards of Cielo S.A. (B3: CIEL3) from June 2008 to July 2009; Belgo Mineira (Arcelor Group); Alpargatas S.A. (B3: ALPA3), Latasa (Reynolds Group); Vale S.A. from February 2017 to March 2019; and of B3 S.A. – Brasil Bolsa Balcão (B3: B3SA3) from April 2015 to April 2019. In addition, Mrs. Pavarina was a member of the Advisory Board of BSM Supervisão de Mercados and is a member of B3’s Mergers & Acquisitions Committee (CAF) since September 2019. Mrs. Pavarina is currently a board member of Hospital Care Caledonia, vice chair of TCFD (FSB) – Task Force on Climate-related Financial Disclosures. She is also currently working at Aggrego Consultores as an advisor on M&A transactions as well as on corporate Governance, structuring of projects and capital raising. She holds a degree in Economics from Fundação Armando Alvares Penteado (FAAP), a Law degree from Universidade Paulista (UNIP), and post graduate degrees in Finance from Insper and in Advanced Management from Fundação Dom Cabral and IESE – AMP. Due to her extensive entrepreneurial, investment and management experience, we believe Ms. Pavarina is well qualified to serve as a member of our board of directors. Rossana Isabel Sadir Prieto, Director Nominee Rossana Isabel Sadir Prieto will serve as a Director upon the completion of this offering. Ms. Sadir has broad international general management experience and strategic background in projects for country growth and turnaround, built in companies such as McKinsey & Company from March 1995 to May 1996, Monsanto Chemical Company from June 1996 to May 1997, Abril S.A. from June 1997 to July 2004, Avon Cosméticos Ltda. from 125 Table of Contents August 2004 to December 2012 and Amway do Brasil Ltda. from April 2013 to January 2020. She also has expertise as transformation agent, leading operations through major strategic changes with significant results in digital innovation, aggressive growth, turnaround processes, organizational restructuring and development of new commercial models. Ms. Sadir is a Certified Board of Director and member of the Strategy Committee for IBGC (the Brazilian Corporate Governance Institute (IBGC), the Obramax Advisory Council since November 2020, and the Committee of Strategy, Innovation and Sustainability of the Baumgart Group since December 2020. She holds a Bachelor and Master degrees in Business Administration from Universidade de São Paulo, SDA Bocconi and Kellogg – Northwestern University. Ms. Sadir is fluent in five languages, having lived in eight countries in Latin America. Due to her extensive entrepreneurial, investment and management experience, we believe Ms. Sadir is well qualified to serve as a member of our board of directors. Flavio Dias Fonseca da Silva, Director Nominee Flavio Dias Fonseca da Silva will serve as a Director upon the completion of this offering. Mr. Dias holds experience in general management, retail, e-business, e-commerce and CRM. Mr. Dias spent 20 years as the executive in charge in three out of the five of the top e-commerce companies in Brazil – WMB Comércio Eletrônico Ltda. (Walmart) from March 2007 to July 2014, Cnova Comércio Eletrônico S.A. from February 2016 to December 2016 and Via Varejo S.A. (B3: VVAR3) from December 2016 to January 2020. Previously, Mr. Dias was the CEO at Banco Original S.A. from August 2014 to February 2016, the first Brazilian digital bank. Currently, Mr. Dias is an independent board member at Afya Ltd. (Nasdaq: AFYA) since June 2020, Coppel S.A. since September 2019 and is a partner of 500 Startups since March 2020, a company in charge of building and growing the fund operations in Brazil. Mr. Dias holds a degree in Production Engineering from FEI Centro Universitário, an MPA from Fundação Getulio Vargas and an MBA from UCLA. Due to his extensive entrepreneurial, investment and management experience, we believe Mr. Dias is well qualified to serve as a member of our board of directors. Family Relationships There are no family relationships among the officers and directors. Number and Terms of Office of Officers and Directors Upon the effectiveness of the registration statement of which this prospectus forms a part, we expect that our board of directors will consist of five members and be divided into three classes with only one class of directors being appointed in each year, and with each class (except for those directors appointed prior to our first general meeting) serving a three-year term. In accordance with Nasdaq corporate governance requirements, we are not required to hold an annual meeting until one year after our first fiscal year end following our listing on Nasdaq. The term of office of the first class of directors, consisting of Denise Pauli Pavarina, will expire at our first annual general meeting. The term of office of the second class of directors, consisting of Rossana Isabel Sadir Prieto and Flavio Dias Fonseca da Silva, will expire at the second annual general meeting. The term of office of the third class of directors, consisting of Jaime Cardoso Danvila and Daniel Arthur Borghi, will expire at the third annual general meeting. Only holders of Class B ordinary shares will have the right to appoint directors in any general meeting held prior to or in connection with the completion of our initial business combination. Holders of our public shares will not be entitled to vote on the appointment of directors during such time. These provisions of our amended and restated memorandum and articles of association relating to the rights of holders of Class B ordinary shares to appoint directors may be amended by a special resolution passed by a majority of at least 90% of our ordinary shares voting in a general meeting. Our officers are appointed by the board of directors and serve at the discretion of the board of directors, rather than for specific terms of office. Our board of directors is authorized to appoint officers as it deems appropriate pursuant to our amended and restated memorandum and articles of association. Director Independence Nasdaq listing standards require that a majority of our board of directors be independent within one year of our initial public offering. An “independent director” is defined generally as a person who, in the opinion of the 126 Table of Contents company’s board of directors, has no material relationship with the listed company (either directly or as a partner, shareholder, stockholder or officer of an organization that has a relationship with the company). Upon the effectiveness of the registration statement of which this prospectus forms a part, we expect to have three “independent directors” as defined in Nasdaq listing standards and applicable SEC rules prior to completion of this offering. Our board of directors has determined that Denise Pauli Pavarina, Rossana Isabel Sadir Prieto and Flavio Dias Fonseca da Silva are “independent directors” as defined in Nasdaq listing standards and applicable SEC rules. Our independent directors will have regularly scheduled meetings at which only independent directors are present. Officer and Director Compensation None of our officers or directors have received any cash compensation for services rendered to us. Commencing on the date that our securities are first listed on Nasdaq through the earlier of consummation of our initial business combination and our liquidation, we will pay our sponsor or an affiliate thereof up to $10,000 per month for office space, utilities, salaries or other cash compensation paid to consultants to our sponsor, secretarial and administrative support services provided to members of our management team and other expenses and obligations of our sponsor. In addition, our sponsor, officers and directors, or any of their respective affiliates will be reimbursed for any out-of-pocket expenses incurred in connection with activities on our behalf such as identifying potential target businesses and performing due diligence on suitable business combinations. Our audit committee will review on a quarterly basis all payments that were made to our sponsor, officers or directors, or our or their affiliates. Any such payments prior to an initial business combination will be made from funds held outside the trust account. Other than quarterly audit committee review of such reimbursements, we do not expect to have any additional controls in place governing our reimbursement payments to our directors and officers for their out-of-pocket expenses incurred in connection with our activities on our behalf in connection with identifying and consummating an initial business combination. Other than these payments and reimbursements, no compensation of any kind, including finder’s and consulting fees, will be paid by the company to our sponsor, officers and directors, or any of their respective affiliates, prior to completion of our initial business combination. After the completion of our initial business combination, directors or members of our management team who remain with us may be paid consulting or management fees from the combined company. All of these fees will be fully disclosed to shareholders, to the extent then known, in the proxy solicitation materials or tender offer materials furnished to our shareholders in connection with a proposed initial business combination. We have not established any limit on the amount of such fees that may be paid by the combined company to our directors or members of management. It is unlikely the amount of such compensation will be known at the time of the proposed initial business combination, because the directors of the post-combination business will be responsible for determining officer and director compensation. Any compensation to be paid to our officers will be determined, or recommended to the board of directors for determination, either by a compensation committee constituted solely by independent directors or by a majority of the independent directors on our board of directors. We do not intend to take any action to ensure that members of our management team maintain their positions with us after the consummation of our initial business combination, although it is possible that some or all of our officers and directors may negotiate employment or consulting arrangements to remain with us after our initial business combination. The existence or terms of any such employment or consulting arrangements to retain their positions with us may influence our management’s motivation in identifying or selecting a target business but we do not believe that the ability of our management to remain with us after the consummation of our initial business combination will be a determining factor in our decision to proceed with any potential business combination. We are not party to any agreements with our officers and directors that provide for benefits upon termination of employment. Committees of the Board of Directors Upon the effectiveness of the registration statement of which this prospectus forms a part, we expect that our board of directors will have three standing committees: an audit committee, a compensation committee and a nominating and corporate governance committee. Both our audit committee and our compensation committee will be composed solely of independent directors. Subject to phase-in rules, the rules of Nasdaq and Rule 10A-3 of the Exchange Act require that the audit committee of a listed company be comprised solely of independent directors, and the rules of Nasdaq require that the compensation committee of a listed company be comprised solely of independent directors. Each committee will operate under a charter that will be approved by our board and will have the composition and responsibilities described below. The charter of each committee will be available on our website following the closing of this offering. 127 Table of Contents Audit Committee Upon the effectiveness of the registration statement of which this prospectus forms a part, we will establish an audit committee of the board of directors. Denise Pauli Pavarina and Flavio Dias Fonseca da Silva will serve as the members and Rossana Isabel Sadir Prieto will serve as chair of the audit committee. Rossana Isabel Sadir Prieto, Denise Pauli Pavarina and Flavio Dias Fonseca da Silva are independent of and unaffiliated with our sponsor and our underwriters. Under Nasdaq listing standards and applicable SEC rules, all the directors on the audit committee must be independent. Rossana Isabel Sadir Prieto is financially literate and our board of directors has determined that she qualifies as an “audit committee financial expert” as defined in applicable SEC rules and has accounting or related financial management expertise. We have adopted an audit committee charter, which will detail the principal functions of the audit committee, including: ·assisting board

SEC Filings

Form Type Form Description Filing Date Document Link
10-Q QUARTERLY REPORT 2022-05-16 https://www.sec.gov/Archives/edgar/data/1851230/000121390022027076/f10q0322_cresceracap.htm
SC 13G 2022-04-20 https://www.sec.gov/Archives/edgar/data/1851230/000127308722000065/CREC_SC13G.htm
10-K ANNUAL REPORT 2022-03-31 https://www.sec.gov/Archives/edgar/data/1851230/000121390022016713/f10k2021_cresceracap.htm
SC 13G SC 13G 2022-02-08 https://www.sec.gov/Archives/edgar/data/1851230/000110465922013413/tm225488d11_sc13g.htm
SC 13G FORM SC 13G 2022-02-07 https://www.sec.gov/Archives/edgar/data/1851230/000095010322002123/dp166615_sc13g.htm
8-K FORM 8-K 2022-01-10 https://www.sec.gov/Archives/edgar/data/1851230/000095010322000353/dp164942_8k.htm
8-K FORM 8-K 2021-12-06 https://www.sec.gov/Archives/edgar/data/1851230/000095010321019350/dp163028_8k.htm
SC 13G CRESCERA CAPITAL ACQUISITION CORP. 2021-12-03 https://www.sec.gov/Archives/edgar/data/1851230/000090266421005160/p21-2609sc13g.htm
SC 13G FORM SC 13G 2021-11-29 https://www.sec.gov/Archives/edgar/data/1851230/000106299321011737/formsc13g.htm
8-K FORM 8-K 2021-11-24 https://www.sec.gov/Archives/edgar/data/1851230/000095010321018462/dp162297_8k.htm
SC 13G SC 13G 2021-11-24 https://www.sec.gov/Archives/edgar/data/1851230/000119312521339112/d249817dsc13g.htm
3 FORM 3 2021-11-22 https://www.sec.gov/Archives/edgar/data/1851230/000095010321018203/xslF345X02/dp162128_3.xml
3 FORM 3 2021-11-22 https://www.sec.gov/Archives/edgar/data/1851230/000095010321018200/xslF345X02/dp162129_3.xml
3 2021-11-22 https://www.sec.gov/Archives/edgar/data/1851230/000095010321018199/xslF345X02/dp162130_3.xml
3 FORM 3 2021-11-22 https://www.sec.gov/Archives/edgar/data/1851230/000095010321018198/xslF345X02/dp162131_3.xml
3 FORM 3 2021-11-22 https://www.sec.gov/Archives/edgar/data/1851230/000095010321018197/xslF345X02/dp162132_3.xml
3 FORM 3 2021-11-22 https://www.sec.gov/Archives/edgar/data/1851230/000095010321018196/xslF345X02/dp162133_3.xml
3 FORM 3 2021-11-22 https://www.sec.gov/Archives/edgar/data/1851230/000095010321018195/xslF345X02/dp162134_3.xml
3 FORM 3 2021-11-22 https://www.sec.gov/Archives/edgar/data/1851230/000095010321018192/xslF345X02/dp162151_3.xml
424B4 FORM 424B4 2021-11-19 https://www.sec.gov/Archives/edgar/data/1851230/000095010321018125/dp162052_424b4.htm
EFFECT 2021-11-18 https://www.sec.gov/Archives/edgar/data/1851230/999999999521004395/xslEFFECTX01/primary_doc.xml
CERT 2021-11-18 https://www.sec.gov/Archives/edgar/data/1851230/000135445721001351/8A_Cert_CREC.pdf
8-A12B FORM 8-A12B 2021-11-17 https://www.sec.gov/Archives/edgar/data/1851230/000095010321018003/dp161920_8a12b.htm
CORRESP 2021-11-16 https://www.sec.gov/Archives/edgar/data/1851230/000095010321017920/filename1.htm
CORRESP 2021-11-16 https://www.sec.gov/Archives/edgar/data/1851230/000095010321017917/filename1.htm
CORRESP 2021-10-27 https://www.sec.gov/Archives/edgar/data/1851230/000095010321016692/filename1.htm
S-1/A FORM S-1 2021-10-27 https://www.sec.gov/Archives/edgar/data/1851230/000095010321016691/dp160002_s1a.htm
UPLOAD 2021-05-17 https://www.sec.gov/Archives/edgar/data/1851230/000000000021006233/filename1.pdf
S-1 FORM S-1 2021-04-20 https://www.sec.gov/Archives/edgar/data/1851230/000095010321005810/dp149529_s1.htm