Current Report Filing (8-k)
21 April 2021 - 6:52AM
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):
April 14, 2021
Anzu Special Acquisition Corp I
(Exact name of registrant as specified in its
charter)
Delaware
(State or other jurisdiction
of incorporation)
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001-40133
(Commission
File Number)
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86-1369123
(IRS Employer
Identification No.)
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12610 Race Track Road, Suite 250
Tampa, FL
(Address of principal executive offices)
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33626
(Zip Code)
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Registrant’s telephone number, including
area code: (202) 742-5870
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 Symbols
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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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ANZUU
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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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ANZU
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The Nasdaq Stock Market LLC
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Redeemable Warrants, each whole Warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share
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ANZUW
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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 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. ¨
As previously disclosed
in a Current Report on Form 8-K dated March 4, 2021 (the “Form 8-K”), On March 4, 2021, Anzu Special Acquisition Corp
I (the “Company”) consummated its initial public offering (the “IPO”) of 42,000,000 units (the “Units”).
The Company also granted the underwriters a 45-day over-allotment option to purchase 6,300,000 additional Units at the initial public
offering price. Each Unit consists of one share of Class A common stock of the Company, par value $0.0001 per share (“Class A
Common Stock”), and one-third of one redeemable warrant of the Company, with 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 certain adjustments. The
Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $420,000,000.
As previously disclosed
in the Form 8-K, on March 4, 2021, simultaneously with the closing of the IPO, the Company completed the private sale of 12,400,000 warrants
(the “Initial Private Placement Warrants”) at a purchase price of $1.00 per Private Placement Warrant, to the Company’s
sponsor, ANZU SPAC GP I LLC (the “Sponsor”), generating gross proceeds to the Company of approximately $12,400,000.
Subsequently, on April
12, 2021, the underwriters partially exercised their over-allotment option, and, on April 14, 2021, purchased of an additional 500,000
Units from the Company (the “Over-Allotment Units”). The issuance by the Company of the Over-Allotments Units at a
price of $10.00 per Unit resulted in total gross proceeds of $5,000,000. On April 14, 2021, simultaneously with the sale and issuance
of the Over-Allotment Units, the Company consummated the sale of an additional 100,000 Private Placement Warrants (the “Over-Allotment
Private Placement Warrants” and, together with the Initial Private Placement Warrants, the “Private Placement Warrants”,
generating gross proceeds of $100,000.
As of April 14, 2021, a total of $425,000,000 of
the net proceeds from the sale of the Units in the IPO (including the Over-Allotment Units) and the Private Placement Warrants were deposited
in a U.S.-based trust account established for the benefit of the Company’s public stockholders maintained by American Stock Transfer
& Trust Company, acting as trustee. Included with this report as Exhibit 99.1 is a pro forma balance sheet reflecting the partial
exercise of the over-allotment option and the sale of the Over-Allotment Private Placement Warrants.
Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits
SIGNATURES
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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Anzu Special Acquisition Corp I
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Dated: April 20, 2021
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By:
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/s/ Dr. Whitney Haring-Smith
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Dr. Whitney Haring-Smith
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Chief Executive Officer
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