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): August 27, 2020

 

 

 

COLLIER CREEK HOLDINGS

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands 001-38686 98-1425274

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer
Identification No.)

 

200 Park Avenue, 58th Floor

New York, NY 10166

(Address of principal executive offices, including zip code)

 

(212) 355-5515

Registrant’s telephone number, including area code:

 

Not Applicable

(Former name or former address, if changed since last report)

 

 

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

x Written communication 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 Class A ordinary share and one-third of one redeemable Warrant to purchase one Class A ordinary share   CCH.U   New York Stock Exchange
Class A ordinary shares, par value $0.0001 per share   CCH   New York Stock Exchange
Warrants, each exercisable for one Class A ordinary share for $11.50 per share   CCH WS   New York Stock Exchange

 

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. ¨

 

 

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

On August 27, 2020, Collier Creek Holdings (“CCH”) held an extraordinary general meeting of its shareholders (the “General Meeting”), at which holders of 50,462,400 ordinary shares (consisting of 38,587,400 Class A ordinary shares and 11,875,000 Class B ordinary shares) were present in person or by proxy, representing 90.31% of the voting power of CCH’s ordinary shares as of the date of the General Meeting, and constituting a quorum for the transaction of business. The proposals listed below are described in more detail in the definitive proxy statement/prospectus of CCH, which was filed with the Securities and Exchange Commission (the “SEC”) on August 7, 2020 (the “Proxy Statement”). A summary of the voting results at the General Meeting is set forth below:

 

The shareholders approved the Domestication Proposal, the Business Combination Proposal, the Equity Incentive Plan Proposal, and each of the Organizational Documents Proposals (each as defined in the Proxy Statement).

 

The voting results for each proposal were as follows:

 

The Domestication Proposal

         
For: 50,458,861   Against: 2,182   Abstain: 1,357
         

The Business Combination Proposal

         
For: 50,459,913   Against: 2,168   Abstain: 319
         
The Equity Incentive Plan Proposal
 
For: 50,393,738   Against: 59,319   Abstain: 9,343
         

Organizational Documents Proposal A

         
For: 50,389,310   Against: 63,839   Abstain: 9,251
         

Organizational Documents Proposal B

         
For: 50,392,348   Against: 57,389   Abstain: 12,663
         

Organizational Documents Proposal C

         
For: 50,403,092   Against: 50,224   Abstain: 9,084
         

Organizational Documents Proposal D

         
For: 36,332,299   Against: 9,135,642   Abstain: 4,994,459
         

Organizational Documents Proposal E

         
For: 36,301,627   Against: 9,165,552   Abstain: 4,995,221
         

Organizational Documents Proposal F

         
For: 50,398,785   Against: 54,994   Abstain: 8,621
         

Organizational Documents Proposal G

         
For: 50,448,660   Against: 5,204   Abstain: 8,536
         

As there were sufficient votes to approve the above proposals, the “Adjournment Proposal” described in the Proxy Statement was not presented to shareholders.

 

 

 

 

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.

 

  COLLIER CREEK HOLDINGS
     
Date: August 27, 2020 By:   /s/ Jason K. Giordano  
    Name: Jason K. Giordano
    Title: Co-Executive Chairman

 

 

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