Current Report Filing (8-k)
May 03 2021 - 6:06AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
April 30, 2021
SILVER SPIKE ACQUISITION CORP II
(Exact Name of Registrant as Specified in its Charter)
Cayman Islands
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001-39021
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N/A
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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660 Madison Avenue Suite 1600
New York, New York
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10065
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: +1 212-905-4923
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Not Applicable
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(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.
below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Class A ordinary shares, par value $0.0001 per share
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SPKB
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The Nasdaq Stock Market LLC.
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Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50
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SPKBW
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The Nasdaq Stock Market LLC.
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Units, each consisting of one Class A ordinary share and one-fourth of one redeemable warrant
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SPKBU
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The Nasdaq Stock Market LLC.
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
As described in the prospectus
for the initial public offering of Silver Spike Acquisition Corp II (the “Company”), holders of the Company’s units
(the “Units”) may elect to separately trade the Class A ordinary shares and warrants included in the Units commencing on May
3, 2021. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Those Units not separated
will continue to trade on the Nasdaq Capital Market under the symbol “SPKBU,” and each of the Class A ordinary shares and
warrants that are separated will trade on the Nasdaq Capital Market under the symbols “SPKB” and “SPKBW,” respectively.
This report may include “forward-looking
statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. All statements other than statements of historical fact included in this report are forward-looking statements.
When used in this report, words such as “anticipate,” “believe,” “estimate,” “expect,”
“intend” and similar expressions, as they relate to us or our management team, identify forward-looking statements. Such forward-looking
statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s
management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors
detailed in the Company’s filings with the Securities and Exchange Commission (“SEC”). All subsequent written or oral
forward-looking statements attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph. Forward-looking
statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk
Factors section of the Company’s registration statement and prospectus for the Company’s initial public offering filed with
the SEC. Copies of such filings are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update
these statements for revisions or changes after the date of this release, except as required by law.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
Date: April 30, 2021
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SILVER SPIKE ACQUISITION CORP II
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By:
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/s/ Scott Gordon
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Scott Gordon
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Chief Executive Officer and Chairman
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