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Item 7.01
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Regulation FD Disclosure
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Furnished as Exhibit
99.1 hereto is a press release, dated June 8, 2020, issued by Legacy Acquisition Corp., a Delaware corporation (“Legacy”),
announcing the receipt of the requisite consents solicited from registered holders of Legacy’s outstanding public warrants
as of the close of business on March 20, 2020 to approve the amendments contemplated by Amendment No. 1 to the Warrant Agreement,
dated as of November 16, 2017 (the “Warrant Agreement”), by and between Legacy and Continental Stock Transfer &
Trust Company, a New York corporation, as warrant agent.
The information in
this item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to liabilities
under that section, and shall not be deemed to be incorporated by reference into any filings of the Company under the Securities
of 1933, as amended (the “Securities Act”), or the Exchange Act, regardless of any general incorporation language in
such filings. This Current Report on Form 8-K (the “Current Report”) shall not be deemed an admission as to the materiality
of any information in this Item 7.01, including Exhibit 99.1.
Important Information About the Business Combination and
Where to Find It
In connection with
the business combination contemplated by the Share Exchange Agreement (the “Business Combination”), Legacy filed a
definitive proxy statement on Schedule 14A (the “Business Combination Proxy”) with the U.S. Securities and Exchange
Commission (the “SEC”) on March 31, 2020. Legacy’s stockholders and other interested persons are advised to read
the Business Combination Proxy, as well as any amendments thereto and other relevant materials to be filed with the SEC in connection
with the Business Combination, including documents incorporated by reference therein, as these materials contain important information
with respect to the Business Combination. The definitive proxy statement and other relevant materials for the Business Combination
were mailed to stockholders of Legacy as of March 20, 2020. Stockholders are also able to obtain copies of the Business Combination
Proxy, as well as other documents filed with the SEC incorporated by reference therein, without charge, at the SEC’s web
site at www.sec.gov, or by directing a request to: Legacy Acquisition Corp., 1308 Race Street, Suite 200, Cincinnati, Ohio 45202,
Attention: Secretary, (513) 618-7161.
Participants in the Solicitation
Legacy and its directors
and executive officers may be deemed participants in the solicitation of proxies from Legacy’s stockholders with respect
to the Business Combination. A list of the names of those directors and executive officers and a description of their interests
in Legacy is contained in the Business Combination Proxy filed with the SEC on March 31, 2020, as well as in Legacy’s proxy
statement for its 2019 Annual Meeting that was filed with the SEC on November 22, 2019 and are available free of charge at the
SEC’s web site at www.sec.gov, or by directing a request to: Legacy Acquisition Corp., 1308 Race Street, Suite 200, Cincinnati,
Ohio 45202, Attention: Secretary, (513) 618-7161.
Blue Valor Limited,
a company incorporated in Hong Kong (the “Seller”) and its parent company, Blue Focus Intelligent Communications Group
Co. Ltd., and their respective directors and executive officers may also be deemed to be participants in the solicitation of proxies
from the stockholders of Legacy in connection with the Business Combination. A list of the names of such directors and executive
officers and information regarding their interests in the Business Combination are included in the Business Combination Proxy.
Forward-Looking Statements:
This Current Report
on Form 8-K includes “forward-looking statements” within the meaning of the “safe harbor” provisions of
the Private Securities Litigation Reform Act of 1995. Legacy’s and the Blue Impact business’ actual results may differ
from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as
predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,”
“forecast,” “anticipate,” “intend,” “propose,” “plan,” “contemplate,”
“may,” “will,” “shall,” “would,” “could,” “should,” “believes,”
“predicts,” “potential,” “continue,” “positioned,” “goal,” “conditional”
and similar expressions are intended to identify such forward-looking statements.
These
forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially
from the expected results. Most of these factors are outside Legacy’s and the Blue Impact business’ control and are
difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the occurrence of any event,
change or other circumstances that could give rise to the termination of the Share Exchange Agreement, (2) the outcome of any legal
proceedings that may be instituted against Legacy and other transaction parties following the announcement of the Share Exchange
Agreement and the transactions contemplated therein; (3) the inability to complete the proposed Business Combination, including
due to failure to obtain approval of the stockholders of Legacy or other conditions to closing in the Share Exchange Agreement;
(4) the occurrence of any event, change or other circumstance that could otherwise cause the Business Combination to fail to close;
(5) the receipt of an unsolicited offer from another party for an alternative business transaction that could interfere with the
proposed Business Combination; (6) the risk that the proposed Business Combination disrupts current plans and operations as a result
of the announcement and consummation of the proposed Business Combination; (7) costs related to the proposed Business Combination;
(8) changes in applicable laws or regulations; (9) the aggregate number of Legacy shares requested to be redeemed by Legacy’s
stockholders in connection with the proposed Business Combination; (10) the ability of the Blue Impact business to ameliorate or
otherwise mitigate its existing material weaknesses and any material weaknesses in internal control over financial reporting or
significant deficiencies that may be identified in the future; (11) the uncertainties regarding the impact of COVID-19 on the Blue
Impact business and the completion of the Business Combination; and (12) other risks and uncertainties indicated from time to time
in the Business Combination Proxy, including those under “Risk Factors” therein, and in Legacy’s other filings
with the SEC. Legacy cautions that the foregoing list of factors is not exhaustive. Legacy cautions readers not to place undue
reliance upon any forward-looking statements, which speak only as of the date made. Legacy does not undertake or accept any obligation
or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations
or any change in events, conditions or circumstances on which any such statement is based.
No Offer or Solicitation
This Current Report
on Form 8-K shall not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect
of the Business Combination. This Current Report on Form 8-K shall also not constitute an offer to sell or the solicitation of
an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation
or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering
of securities shall be made except by means of a prospectus meeting the requirements of section 10 of the Securities Act, or an
exemption therefrom.