Current Report Filing (8-k)
February 17 2021 - 6:04AM
Edgar (US Regulatory)
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): February 16, 2021 (February 10, 2021)
THUNDER
BRIDGE CAPITAL PARTNERS III INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
001-39998
|
|
85-1445798
|
(State or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(IRS Employer
Identification No.)
|
9912
Georgetown Pike
Suite
D203
Great
Falls, Virginia 22066
(Address
of principal executive offices, including zip code)
Registrant’s
telephone number, including area code: (202) 431-0507
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:
☐
|
Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
☐
|
Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
|
|
|
☐
|
Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
☐
|
Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
|
Trading
Symbol(s)
|
|
Name
of each exchange on which registered
|
|
|
|
|
|
Units,
each consisting of one share of Class A Common Stock and one-fifth of one Redeemable Warrant
|
|
TBCPU
|
|
The NASDAQ Stock
Market LLC
|
|
|
|
|
|
Class A Common Stock, par value $0.0001 per
share
|
|
TBCP
|
|
The NASDAQ Stock
Market LLC
|
|
|
|
|
|
Warrants, each whole warrant exercisable for
one share of Class A Common Stock for $11.50 per share
|
|
TBCPW
|
|
The NASDAQ Stock
Market LLC
|
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.
On
February 10, 2021, Thunder Bridge Capital III Inc. (the “Company”) consummated its initial public offering
(the “IPO”) of 41,400,000 units (the “Units”), including 5,400,000 Units issued pursuant
to the exercise in full of the underwriter’s over-allotment option. Each Unit consists of one share Class A common stock
of the Company, par value $0.0001 per share (“Class A Common Stock”), and one-fifth of one redeemable warrant
of the Company (the “Warrants”), with each whole Warrant entitling the holder thereof to purchase one share
of Class A Common Stock for $11.50 per share. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to
the Company of $414,000,000.
Simultaneously
with the closing of the IPO, the Company completed the private sale (the “Private Placement”) of an aggregate
of 1,003,000 (the “Private Placement Units”) to TBCP III, LLC (the “Sponsor”) at a purchase
price of $10.00 per Private Placement Unit, generating gross proceeds to the Company of $10,030,000.
A
total of $414,000,000, comprised of $405,720,000 of the proceeds from the IPO (which amount includes $14,490,000 of the underwriters’
deferred discount) and $8,280,000 of the proceeds of the sale of the Private Placement Units, was placed in a U.S.-based trust
account, maintained by Continental Stock Transfer & Trust Company, acting as trustee.
An
audited balance sheet as of February 10, 2021 reflecting receipt of the proceeds upon consummation of the IPO and the Private
Placement 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 Statement and Exhibits.
(d)
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.
|
THUNDER
BRIDGE CAPITAL PARTNERS III INC.
|
|
|
|
|
By:
|
/s/
Gary A. Simanson
|
|
|
Name:
|
Gary
A. Simanson
|
|
|
Title:
|
Chief Executive
Officer
|
|
|
|
Dated: February
16, 2021
|
|
|
2
Thunder Bridge Capital P... (NASDAQ:TBCPU)
Historical Stock Chart
From May 2024 to Jun 2024
Thunder Bridge Capital P... (NASDAQ:TBCPU)
Historical Stock Chart
From Jun 2023 to Jun 2024