Current Report Filing (8-k)
February 27 2018 - 4:43PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): February 27, 2018 (February 27, 2018)
NEBULA
ACQUISITION CORPORATION
(Exact
name of registrant as specified in its charter)
Delaware
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333-222137
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82-3008583
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(State
or other jurisdiction of
incorporation or organization)
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(Commission
File Number)
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|
(I.R.S.
Employer
Identification Number)
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Four
Embarcadero Center, Suite 2350
San
Francisco, CA
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94111
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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:
(513) 618-7161
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 to the registrant
under any of the following provisions:
☐
|
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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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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
Separate
Trading of Class A Common Stock and Warrants
On
February 27, 2018, Nebula Acquisition Corporation (the “Company”) announced that the holders of the Company’s
units (the “Units”) may elect to separately trade the securities underlying such Units commencing on March 2, 2018.
Each Unit consists of one share of Class A common stock, par value $0.0001 per share (“Class A Common Stock”) and
one-third of one warrant, each whole warrant to purchase one share of Class A Common Stock. No fractional warrants will be issued
upon separation of the Units and only whole warrants will trade. Any Units not separated will continue to trade on the NASDAQ
Capital Market under the symbol “NEBU.U”. Any underlying shares of Class A Common Stock and warrants that are separated
are expected to trade on the NASDAQ Capital Market under the symbols “NEBU” and “NEBU.W”, respectively.
Holders of Units will need to have their brokers contact American Stock Transfer & Trust Company, the Company’s transfer
agent, in order to separate the holders’ Units into shares of Class A Common Stock and warrants.
A
copy of the Press Release issued by the Company announcing the separate trading of the securities underlying the Units is attached
hereto as Exhibit 99.1.
Item
9.01. Financial Statements and Exhibits.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Dated:
February 27, 2018
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NEBULA
ACQUISITION CORPORATION
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By:
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/s/
Adam H. Clammer
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Name:
Adam H. Clammer
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Title:
Co-Chief Executive Officer
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2
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