Amended Current Report Filing (8-k/a)
31 Marzo 2020 - 4:18AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K/A
CURRENT
REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported): March 9, 2020
LEGACY
ACQUISITION CORP.
(Exact
name of Company as specified in Charter)
001-38296
|
|
Delaware
|
|
81-3674868
|
(Commission
File
Number)
|
|
(State
or jurisdiction
of
incorporation)
|
|
(I.R.S.
Employer
Identification
No.)
|
1308
Race Street, Suite 200
Cincinnati,
OH 45202
(Address
of Principal Executive Offices)
(513)
618-7161
(Issuer Telephone number)
N/A
(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 Warrant to purchase one-half of one share of Class A common stock
|
|
LGC.U
|
|
New
York Stock Exchange
|
Class A common stock,
par value $0.0001 per share
|
|
LGC
|
|
New
York Stock Exchange
|
Warrants, exercisable
for one-half of one share of Class A common stock for $5.75 per half share, or $11.50 per whole share
|
|
LGC.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 ☒
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. ☐
Explanatory
Note
This
Form 8-K/A is being filed with respect to the Form 8-K filed by Legacy Acquisition Corp. (the “Company”) on March
13, 2020 (the “Form 8-K) for the purpose of amending Exhibits 2.1, 10.1 and 10.7 in Item 9.01 in order to make such exhibits
consistent with the terms disclosed in the Company’s Definitive Proxy Statement to be filed on Schedule 14A on March 31,
2020. Except for the changes to the exhibits in Item 9.01, no other changes have been made to the Form 8-K.
Item 9.01
|
Financial Statements and Exhibits.
|
Exhibit No.
|
|
Description
|
|
Incorporation by Reference
|
2.1
|
|
First Amendment to the Amended and Restated Share Exchange Agreement, dated March 13, 2020, by and between Legacy Acquisition Corp. and Blue Valor Limited*
|
|
Filed
herewith.
|
10.1
|
|
Sponsor Support Agreement, dated as of March 13, 2020, by and between Legacy Acquisition Sponsor I LLC, Legacy Acquisition Corp., and Blue Valor Limited
|
|
Filed
herewith.
|
10.2
|
|
Waiver
Agreement, dated as of March 13, 2020, by and between Legacy Acquisition Sponsor I LLC and Legacy Acquisition Corp.
|
|
Incorporated
by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
10.3
|
|
Termination
Agreement, dated March 13, 2020, by and between Legacy Acquisition Corp., Legacy Acquisition Sponsor I LLC, and Blue Valor
Limited
|
|
Incorporated
by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
10.4
|
|
Form
of Warrant Holder Support Agreement
|
|
Incorporated
by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
10.5
|
|
Warrant
Holder Support Agreement, dated as of March 9, 2020, by and between Alyeska Investment Group LP and Legacy Acquisition Corp.
|
|
Incorporated
by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
10.6
|
|
Warrant
Holder Support Agreement, dated as of March 9, 2020, by and between Kepos Alpha Master Fund L.P. and Legacy Acquisition Corp.
|
|
Incorporated
by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
10.7
|
|
Warrant Holder Support Agreement, dated as of March 9, 2020, by and between Longfellow Investment Management Co., LLC and Legacy Acquisition Corp.
|
|
Filed
herewith.
|
99.1
|
|
Press
Release, dated March 13, 2020: Legacy Acquisition Corp. Announces Amendments to Terms of Business Combination
|
|
Incorporated
by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
99.2
|
|
Press
Release, dated March 13, 2020: Legacy Acquisition Corp. Announces Amendment to Share Exchange Agreement and Expected Warrant
Agreement Amendment
|
|
Incorporated
by reference to Exhibit 99.2 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
99.3
|
|
Investor
Presentation dated February 2020
|
|
Incorporated
by reference to Exhibit 99.3 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
|
*
|
Legacy
has omitted schedules and similar attachments to the First Amendment to the Amended and Restated Share Exchange Agreement pursuant
to Item 601(a)(5) of Regulation S-K.
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Current Report to be signed on its
behalf by the undersigned hereunto duly authorized.
Dated:
March 31, 2020
|
LEGACY ACQUISITION CORP.
|
|
|
|
By:
|
/s/
William C. Finn
|
|
Name:
|
William C. Finn
|
|
Title:
|
Chief Financial Officer
|
EXHIBIT
INDEX
Exhibit No.
|
|
Description
|
|
Incorporation by Reference
|
2.1
|
|
First Amendment to the Amended and Restated Share Exchange Agreement, dated March 13, 2020, by and between Legacy Acquisition Corp. and Blue Valor Limited*
|
|
Filed
herewith.
|
10.1
|
|
Sponsor Support Agreement, dated as of March 13, 2020, by and between Legacy Acquisition Sponsor I LLC, Legacy Acquisition Corp., and Blue Valor Limited
|
|
Filed
herewith.
|
10.2
|
|
Waiver
Agreement, dated as of March 13, 2020, by and between Legacy Acquisition Sponsor I LLC and Legacy Acquisition Corp.
|
|
Incorporated
by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
10.3
|
|
Termination
Agreement, dated March 13, 2020, by and between Legacy Acquisition Corp., Legacy Acquisition Sponsor I LLC, and Blue Valor
Limited
|
|
Incorporated
by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
10.4
|
|
Form
of Warrant Holder Support Agreement
|
|
Incorporated
by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
10.5
|
|
Warrant
Holder Support Agreement, dated as of March 9, 2020, by and between Alyeska Investment Group LP and Legacy Acquisition Corp.
|
|
Incorporated
by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
10.6
|
|
Warrant
Holder Support Agreement, dated as of March 9, 2020, by and between Kepos Alpha Master Fund L.P. and Legacy Acquisition Corp.
|
|
Incorporated
by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
10.7
|
|
Warrant Holder Support Agreement, dated as of March 9, 2020, by and between Longfellow Investment Management Co., LLC and Legacy Acquisition Corp.
|
|
Filed
herewith.
|
99.1
|
|
Press
Release, dated March 13, 2020: Legacy Acquisition Corp. Announces Amendments to Terms of Business Combination
|
|
Incorporated
by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
99.2
|
|
Press
Release, dated March 13, 2020: Legacy Acquisition Corp. Announces Amendment to Share Exchange Agreement and Expected Warrant
Agreement Amendment
|
|
Incorporated
by reference to Exhibit 99.2 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
99.3
|
|
Investor
Presentation dated February 2020
|
|
Incorporated
by reference to Exhibit 99.3 to the Company’s Current Report on Form 8-K filed on March 13, 2020.
|
|
*
|
Legacy
has omitted schedules and similar attachments to the First Amendment to the Amended and Restated Share Exchange Agreement pursuant
to Item 601(a)(5) of Regulation S-K.
|
3
Legacy Acquisition (NYSE:LGC.U)
Gráfica de Acción Histórica
De May 2024 a Jun 2024
Legacy Acquisition (NYSE:LGC.U)
Gráfica de Acción Histórica
De Jun 2023 a Jun 2024