Current Report Filing (8-k)
18 May 2021 - 8:07PM
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): May
17, 2021
AF Acquisition Corp.
(Exact name of registrant as specified in its charter)
Delaware
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333-253544
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86-1456857
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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139 North County Road
Floor 2, Suite 35
Palm Beach, FL 33480
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including area
code: (561) 838-9494
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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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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Units, each consisting of one share of Class A Common Stock and one-third of one Redeemable Warrant
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AFAQU
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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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AFAQ
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The NASDAQ Stock Market LLC
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Warrants, each exercisable for one share Class A Common Stock for $11.50 per share
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AFAQW
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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 þ
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 Units, Class A
Common Stock and Redeemable Warrants
On May
17, 2021, AF Acquisition Corp. (the “Company”) announced that, commencing on May 18, 2021, the holders of the Company’s
units issued in its initial public offering (the “Units”), each consisting of one share of Class A common stock of
the Company, par value $0.0001 per share (the “Class A Common Stock”), and one-third of one redeemable warrant of the
Company (“Warrant”), with each whole Warrant entitling the holder thereof to purchase one share of Class A Common Stock
for $11.50 per share, may elect to separately trade shares of Class A Common Stock and Warrants included in the Units. No fractional Warrants
will be issued upon separation of the Units and only whole Warrants will trade. The Units not separated will continue to trade on the
Nasdaq Capital Market under the symbol “AFAQU.” Shares of Class A Common Stock and the Warrants are expected to trade on the
Nasdaq Capital Market under the symbols “AFAQ” and “AFAQW,” respectively. Holders of Units will need to have their
brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate such holders’
Units into shares of Class A Common Stock and Warrants.
Item 9.01 Financial Statements 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.
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AF Acquisition Corp.
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By:
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/s/ Andrew Scharf
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Name: Andrew Scharf
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Title: President
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Dated: May 17, 2021
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