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The reasons for successful transaction are listed below:

Fundamentally oriented shareholders will vote yes as Navios Acquistion is sponsored by Navios

Holdings and its proven management. The opportunistic purchase of tankers at historically low

price as previous purchaser has backed out of their commitment presenting exceptional

opportunity to scoop away 13 tankers at firesale prices. Following are the other details of this

transaction:

Excellent market opportunity and focused business strategy

Vessel prices near inflation-adjusted historical low

Option to purchase two additional product tankers

Attractive debt financing (73% debt) with favorable interest margin, amortization, and

covenants

No significant near term maturities

Cash of $200MM available for future opportunistic acquisitions

Alignment of Excellent CEO, Angeliki Frangou of Navios Holdings and now NAC will safeguard

NAC shareholders implying downward protection for NAC warrants. Previous experience

expanding NMs operations since 2004 will benefit NAC shareholders with successful

acquisition and prudent deployment of its cash resources.

Navios Holdings and its CEO controlled vehicle willing to buy approximately 25% of IPO shares.

At least 30MM shares will be purchased at liquidation price of $9.91 increasing NAC book value.

Warrants provide new holders with safe leverage play magnifying upside presented by increase

in NAC book value.

NAC warrants at present quote offer a good entry point because,

Warrant Purchase Thesis

The strike price on warrant is $7 before they can be redeemed. They expire worthless in June

2013. At current quote, of $ 1.25,

2)Common liquidation price is $9.91.

3)SPAC deal can close with 39.99% IPO shareholders choosing to liquidate.

4)NM&CEO willing to buy up to 25% ($60M) of IPO-Shares in open market/transactions (andwould vote yes with those shares). This raises liquidation possibility to 65%. There is some more

cash lying around so make it 70% max of IPO shareholders choosing to sell/liquidate. Good

margin of safety. Two IPO shareholders owning roughly 15% of the common also own alot of

warrants making them want the acquisition to go through. They say they may spend more than

60M if needed, this acquisition WILL go through (highly highly likely).

5)If NM&CEO do not spend at least $30M in the above, they will invest $30 in NNA at $9.91 per

share upon consumation (raises book value).

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6)Book value after the deal will vary from roughly $6.7 to $7.8 depending on how many people

liquidate (6.7 if all 39.99% choose to do so, of course that means really 65% chose it since first

25% liquidation do not impact book value since NM&CEO will buy it). Based upon this I believe

it likely that the book value will be over $7.

7)SPAC is buying product/chemical tankers...Great time to buy it, price has dropped 40%+ from

2008 peaks, at historic lows and equal to prices before 2005. I expect price increases in the next2-3 years raising book value significantly.

8)73% debt, 27% cash payment for ships...4x leverage for good exposure. Very good terms on

financing.

9)Only TWO ships are currently built. Another two would be finished in late 2010, the rest in

late 2011 and 2012. Thus the business would not generate significant cashflow initially. Good

long term-play certaily (Beyond the possibility of short-term gain from warrant price increases).

10) Warrants have a redemption feature (like CCME did). If the common trades above $13.25

for 20-out-of-30-trading-days they can force us to exercise by sending a redemption notice.

11) Acquisition vote to happen in NYC in May 2010.

With the warrants trading at $1, we are paying a bit (10%) above book for entry into thecompany. Given the extremely attractive ship purchase-prices achieved given historical norms,

time premium associated with the warrants (mid 2013 expiration) and industry dynamics

(buying at historical trough -- Current charter rates barely allow break-even for operators)...This

seems like a good long-term play at this current warrant price. I believe there is also a decent

chance the warrants go higher upon the acquisition being approved in two months.

I am not worried about buying into the common via warrants at a price 10-15% above book value

because of the 4x leverage (73% financed, 27% cash). If ship prices go up a measly 3% from the

fantastic purchase-price, i'd be at book value. Keep in mind ship prices would have to go up

55%+ to get back to the 2008 heights, so a 10-15% price recovery in the next 2 years is very

likely. This would put the book value above $10-11 and give very nice returns for the warrants

for a long-term investor.