Current Report Filing (8-k)
March 12 2021 - 5:26PM
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): March 8, 2021
Property Solutions
Acquisition Corp. II
(Exact name
of registrant as specified in its charter)
Delaware
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001-40087
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85-3851769
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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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654 Madison
Avenue, Suite 1009
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: (646) 502-9845
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-
fourth of one Warrant to acquire one
share of Class A common stock
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PSAGU
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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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PSAG
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The Nasdaq Stock Market LLC
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Warrants, each whole warrant
exercisable for one share of Class A
common stock at an exercise price of
$11.50
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PSAGW
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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 or Rule 12b-2 of the
Securities Exchange Act of 1934.
Emerging
growth company x
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.
On March 8, 2021, Property Solutions Acquisition Corp.
II (the “Company”) consummated an initial public offering (the “IPO”) of 30,000,000 units (the “Public
Units”) at an offering price of $10.00 per Unit and private placements with Property Solutions Acquisition Sponsor II, LLC
(the “Sponsor”) and EarlyBirdCapital, Inc., the representative of the several underwriters (the “Representative”)
of 655,000 private placement units and 150,000 private placement units, respectively (collectively, the “Private Units”
and together with the Public Units, the “Units”), at a purchase price of $10.00 per Unit (the “Private Placements”).
Each Unit consists of one share of the Company’s Class A common stock, $0.0001 par value per share (the “Class A
Common Stock”), and one-fourth of one redeemable warrant (the “Warrants”), each whole Warrant entitling the holder
thereof to purchase one share of Class A Common Stock at an exercise price of $11.50 per share, subject to adjustment. The
net proceeds from the IPO, together with certain of the proceeds from the Private Placements, totaling $300,000,000 in the aggregate
(the “Offering Proceeds”), were placed in a U.S.-based trust account at J.P. Morgan Chase Bank, N.A., established for
the benefit of the Company’s public stockholders and the underwriters of the IPO with Continental Stock Transfer &
Trust Company acting as trustee.
An audited balance sheet as of March 8, 2021 reflecting
receipt of the Offering Proceeds has been issued by the Company and is included as Exhibit 99.1 to this Current Report on
Form 8-K.
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: March 12, 2021
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Property Solutions Acquisition Corp. II
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By:
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/s/ Jordan Vogel
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Name:
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Jordan Vogel
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Title:
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Co-Chief Executive Officer
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