Universal Entertainment not required to complete SPAC merger with 26 Capital: judge

Okada Manila, Universal Entertainment

A top US judge has ruled that the operator of Okada Manila, Universal Entertainment Corp., does not have to complete a Special Purpose Acquisition Company (SPAC) merger with 26 Capital Acquisition Corp.

The playing out in the courts in recent months relates to the proposed $2.5 billion deal to list the Okada Manila operator on the NASDAQ.

According to Reuters, the judge ruled that Universal did not have to complete the 2021 merger ‘in part because 26 Capital “engaged in conduct that should not be rewarded”.

However, the judge did rule that 26 Capital could seek damages at a later date.

The judge found that the adviser in the merger deal, Zama Capital hedge fund founder Alex Eiseman, had engaged in “a conspiracy to mislead Universal”, given his 60 percent stake in a 26 Capital affiliate.

The judge also indicated that ordering a closure of the deal could violate a Philippine court order linked to Kazuo Okada’s ownership spat.

The initial merger was proposed prior to Kazuo Okada’s forced seizure of the controlling entity of Okada Manila, Tiger Resort, Leisure & Entertainment (TRLEI).

Okada was ousted from Universal in 2017 on charges that he embezzled $3 million from the company.