Current Report Filing (8-k)
January 20 2022 - 5:02PM
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 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): January 14, 2022
FOXWAYNE
ENTERPRISES ACQUISITION CORP.
(Exact
name of registrant as specified in its charter)
Delaware
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001-39891
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85-3093926
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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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1
Rockefeller Plaza, Suite 1039
New
York, New York 10020
(Address of principal executive offices, including ZIP code)
(917)
284-8938
(Registrant’s telephone number, including area code)
Not
Applicable
(Former name or former address, if changed since last report)
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:
☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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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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☐
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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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Units,
each consisting of one share of Class A Common Stock and one Redeemable Warrant
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FOXWU
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The
Nasdaq Stock Market LLC
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Class
A Common Stock, par value $0.0001 per share
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FOXW
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The
Nasdaq Stock Market LLC
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Warrants,
each exercisable for one share of Class A Common Stock for $11.50 per share
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FOXWW
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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 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
2.03 Creation of a Direct Financial Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The
information relating to the Notes (as defined below) included in Item 8.01 is incorporated by reference in this item to the extent required.
Item
8.01 Other Events
Effective
as of January 14, 2022, the Board of Directors of FoxWayne Enterprises Acquisition Corp. (“FoxWayne”) approved an
extension of the time to consummate a Business Combination by an additional three month period from January 22, 2022 to April 2022, and
a loan in the amount of $310,000 to FoxWayne from Robb Knie, the Chief Executive Officer. A portion
($143,750) of such loan was used to fund a cash contribution to the FoxWayne Trust Account, in an amount equal to $0.025 for each share
unit issued in its initial public offering, for the three month extension of the time to consummate a Business Combination. In accordance
with the terms of the Company’s initial public offering, the Company may extend the period of time to consummate a Business Combination
up to two times from January 22, 2022, each by an additional three months (for a total of up to 18 months) by depositing into the Trust
Account $143,750, on or prior to the date of the applicable deadline, for each of the available three month extensions.
The
loan was evidenced by a promissory note (“Note”) which is non-interest bearing, non-convertible, and payable upon
the consummation of the FoxWayne’s initial merger, share exchange, asset acquisition or other similar business combination with
one or more businesses or entities. If an initial merger, share exchange, asset acquisition or other similar business combination is
not consummated, the Note will not be repaid by FoxWayne and all amounts owed thereunder by FoxWayne will be forgiven except to the extent
that FoxWayne has funds available to it outside of its trust account.
The
foregoing summary of the Notes is qualified in its entirety by reference to the text of the Note, a form of which is filed as an exhibit
hereto and incorporated by reference herein.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits:
Exhibit
No.
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Description
of Exhibit
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10.1
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Form of Promissory Note
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104
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Cover
Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURE
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Dated:
January 20, 2022
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FoxWayne
Enterprises Acquisition Corp.
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By:
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/s/
Robb Knie
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Name:
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Robb
Knie
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Title:
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Chief
Executive Officer
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