Attached files

file filename
EX-99.1 - PRESS RELEASE, DATED OCTOBER 21, 2020 - Tekkorp Digital Acquisition Corp.ea128869ex99-1_tekkorp.htm
EX-10.13 - INDEMNITY AGREEMENT, DATED OCTOBER 21, 2020, BETWEEN THE COMPANY AND SEAN RYAN - Tekkorp Digital Acquisition Corp.ea128869ex10-13_tekkorp.htm
EX-10.12 - INDEMNITY AGREEMENT, DATED OCTOBER 21, 2020, BETWEEN THE COMPANY AND TONY RODIO - Tekkorp Digital Acquisition Corp.ea128869ex10-12_tekkorp.htm
EX-10.11 - INDEMNITY AGREEMENT, DATED OCTOBER 21, 2020, BETWEEN THE COMPANY AND THOMAS ROCH - Tekkorp Digital Acquisition Corp.ea128869ex10-11_tekkorp.htm
EX-10.10 - INDEMNITY AGREEMENT, DATED OCTOBER 21, 2020, BETWEEN THE COMPANY AND MARLON GOLD - Tekkorp Digital Acquisition Corp.ea128869ex10-10_tekkorp.htm
EX-10.9 - INDEMNITY AGREEMENT, DATED OCTOBER 21, 2020, BETWEEN THE COMPANY AND ROBIN CHHAB - Tekkorp Digital Acquisition Corp.ea128869ex10-9_tekkorp.htm
EX-10.8 - INDEMNITY AGREEMENT, DATED OCTOBER 21, 2020, BETWEEN THE COMPANY AND ERIC MATEJE - Tekkorp Digital Acquisition Corp.ea128869ex10-8_tekkorp.htm
EX-10.7 - INDEMNITY AGREEMENT, DATED OCTOBER 21, 2020, BETWEEN THE COMPANY AND MATTHEW DAV - Tekkorp Digital Acquisition Corp.ea128869ex10-7_tekkorp.htm
EX-10.6 - INDEMNITY AGREEMENT, DATED OCTOBER 21, 2020, BETWEEN THE COMPANY AND MORRIS BAIL - Tekkorp Digital Acquisition Corp.ea128869ex10-6_tekkorp.htm
EX-10.5 - PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, DATED OCTOBER 21, 2020, AMONG THE - Tekkorp Digital Acquisition Corp.ea128869ex10-5_tekkorp.htm
EX-10.4 - ADMINISTRATIVE SERVICES AGREEMENT, DATED OCTOBER 26, 2020, BETWEEN THE COMPANY A - Tekkorp Digital Acquisition Corp.ea128869ex10-4_tekkorp.htm
EX-10.3 - REGISTRATION RIGHTS AGREEMENT, DATED OCTOBER 26, 2020, AMONG THE COMPANY, THE SP - Tekkorp Digital Acquisition Corp.ea128869ex10-3_tekkorp.htm
EX-10.2 - INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED OCTOBER 26, 2020, BETWEEN THE COMPA - Tekkorp Digital Acquisition Corp.ea128869ex10-2_tekkorp.htm
EX-10.1 - LETTER AGREEMENT, DATED OCTOBER 21, 2020, AMONG THE COMPANY, THE SPONSOR, IRWIN - Tekkorp Digital Acquisition Corp.ea128869ex10-1_tekkorp.htm
EX-4.1 - WARRANT AGREEMENT, DATED OCTOBER 26, 2020, BETWEEN THE COMPANY AND CONTINENTAL S - Tekkorp Digital Acquisition Corp.ea128869ex4-1_tekkorp.htm
EX-3.1 - AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF THE COMPANY - Tekkorp Digital Acquisition Corp.ea128869ex3-1_tekkorp.htm
EX-1.1 - UNDERWRITING AGREEMENT, DATED OCTOBER 21, 2020, BETWEEN THE COMPANY AND JEFFERIE - Tekkorp Digital Acquisition Corp.ea128869ex1-1_tekkorp.htm

 

 

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): October 21, 2020

 

Tekkorp Digital Acquisition Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands   001-39643   98-1553327
(State or other jurisdiction   (Commission   (I.R.S. Employer
of incorporation)   File Number)   Identification No.)

 

1980 Festival Plaza Drive, Ste #300    
Las Vegas, Nevada   83195
(Address of principal executive offices)   (Zip Code)

 

(702) 879-9687

(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 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 Securities Exchange Act of 1934:

 

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-half of one redeemable warrant   TEKKU   The Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per share   TEKK   The Nasdaq Stock Market LLC
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50   TEKKW   The Nasdaq Stock Market LLC

 

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.

 

On October 21, 2020, Tekkorp Digital Acquisition Corp. (the “Company”) consummated its initial public offering (the “IPO”) of 25,000,000 units (the “Units”). Each Unit consists of one Class A ordinary share of the Company, par value $0.0001 per share (an “Ordinary Share”), and one-half of one redeemable warrant of the Company. Each whole warrant entitles the holder thereof to purchase one Ordinary Share for $11.50 per share, subject to adjustment. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $250,000,000. The Company granted the underwriters in the IPO a 45-day option to purchase up to 3,750,000 additional Units solely to cover over-allotments, if any.

 

Substantially concurrently with the closing of the IPO, the Company completed the private sale of 7,000,000 warrants (the “Private Placement Warrants”) at a purchase price of $1.00 per Private Placement Warrant, to the Company’s sponsor, Tekkorp JEMB LLC, a Cayman Islands limited liability company (the “Sponsor”), Irwin Apartment Trust, a trust for the benefit of the issue of Eric Matejevich, the Company’s Chief Financial Officer, and Robin Chhabra, the Company’s President (collectively, with the Sponsor and Irwin Apartment Trust, the “PPW Purchasers”), generating gross proceeds to the Company of $7,000,000. The Private Placement Warrants are identical to the warrants sold as part of the Units in the IPO except that, so long as they are held by the PPW Purchasers or their respective permitted transferees: (1) they will not be redeemable by the Company (except in certain redemption scenarios when the price per Ordinary Share equals or exceeds $10.00 (as adjusted)); (2) they (including the Ordinary Shares issuable upon exercise of these warrants) may not, subject to certain limited exceptions, be transferred, assigned or sold until 30 days after the completion of the Company’s initial business combination; (3) they may be exercised by the holders on a cashless basis; and (4) they (including the Ordinary Shares issuable upon exercise of these warrants) are entitled to registration rights. The PPW Purchasers will purchase up to an additional 750,000 Private Placement Warrants to the extent the underwriters in the IPO exercise the over-allotment option.

 

A total of $250,000,000, comprised of proceeds from the IPO and the sale of the Private Placement Warrants, were placed in a U.S.-based trust account at JP Morgan Chase Bank, N.A., maintained by Continental Stock Transfer & Trust Company, acting as trustee. Except with respect to interest earned on the funds held in the trust account that may be released to the Company to pay its taxes, if any, the funds held in the trust account will not be released from the trust account until the earliest to occur of: (1) the completion of the Company's initial business combination; (2) the redemption of any public shares properly submitted in connection with a shareholder vote to amend the Company's amended and restated memorandum and articles of association (A) to modify the substance or timing of the Company's obligation to allow redemption in connection with its initial business combination or to redeem 100% of its public shares if the Company does not complete its initial business combination within 24 months from the closing of the IPO or (B) with respect to any other provision relating to shareholders’ rights or pre-initial business combination activity; and (3) the redemption of the Company's public shares if the Company has not completed its initial business combination within 24 months from the closing of the IPO, subject to applicable law.

 

In connection with the IPO, the Company entered into the following agreements, the forms of which were previously filed as exhibits to the Company registration statement (File No. 333-249064):

 

Amended and Restated Memorandum and Articles of Association of the Company.
   
Underwriting Agreement, dated October 21, 2020, between the Company and Jefferies LLC.
   
Warrant Agreement, dated October 26, 2020, between the Company and Continental Stock Transfer & Trust Company, as warrant agent.
   
Letter Agreement, dated October 21, 2020, among the Company, the Sponsor, Irwin Apartment Trust and the Company’s officers and directors.
   
Investment Management Trust Agreement, dated October 26, 2020, between the Company and Continental Stock Transfer & Trust Company, as trustee.
   
Registration Rights Agreement, dated October 26, 2020, among the Company, the Sponsor and certain other security holders named therein.
   
Administrative Services Agreement, dated October 26, 2020, between the Company and Tekkorp Capital LLC.
   
Private Placement Warrants Purchase Agreement, dated October 21, 2020, among the Company and the PPW Purchasers.
   
Indemnity Agreement, dated October 21, 2020, between the Company and Matthew Davey.
   
Indemnity Agreement, dated October 21, 2020, between the Company and Morris Bailey.

 

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Indemnity Agreement, dated October 21, 2020, between the Company and Eric Matejevich.
   
Indemnity Agreement, dated October 21, 2020, between the Company and Robin Chhabra.
   
Indemnity Agreement, dated October 21, 2020, between the Company and Marlon Goldstein.
   
Indemnity Agreement, dated October 21, 2020, between the Company and Thomas Roche.
   
Indemnity Agreement, dated October 21, 2020, between the Company and Tony Rodio.
   
Indemnity Agreement, dated October 21, 2020, between the Company and Sean Ryan.

 

On October 21, 2020, the Company issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing the pricing of the IPO.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits. The following exhibits are filed with this Form 8-K:

 

Exhibit No.   Description of Exhibits
     
1.1   Underwriting Agreement, dated October 21, 2020, between the Company and Jefferies LLC.
     
3.1   Amended and Restated Memorandum and Articles of Association of the Company.
     
4.1   Warrant Agreement, dated October 26, 2020, between the Company and Continental Stock Transfer & Trust Company, as warrant agent.
     
10.1   Letter Agreement, dated October 21, 2020, among the Company, the Sponsor, Irwin Apartment Trust and the Company’s officers and directors.
     
10.2   Investment Management Trust Agreement, dated October 26, 2020, between the Company and Continental Stock Transfer & Trust Company, as trustee.
     
10.3   Registration Rights Agreement, dated October 26, 2020, among the Company, the Sponsor and certain other security holders named therein.
     
10.4   Administrative Services Agreement, dated October 26, 2020, between the Company and Tekkorp Capital LLC.
     
10.5   Private Placement Warrants Purchase Agreement, dated October 21, 2020, among the Company and the PPW Purchasers.
     
10.6   Indemnity Agreement, dated October 21, 2020, between the Company and Morris Bailey.
     
10.7   Indemnity Agreement, dated October 21, 2020, between the Company and Matthew Davey.
     
10.8   Indemnity Agreement, dated October 21, 2020, between the Company and Eric Matejevich.
     
10.9   Indemnity Agreement, dated October 21, 2020, between the Company and Robin Chhabra.
     
10.10   Indemnity Agreement, dated October 21, 2020, between the Company and Marlon Goldstein.
     
10.11   Indemnity Agreement, dated October 21, 2020, between the Company and Thomas Roche.
     
10.12   Indemnity Agreement, dated October 21, 2020, between the Company and Tony Rodio.
     
10.13   Indemnity Agreement, dated October 21, 2020, between the Company and Sean Ryan.
     
99.1   Press Release, dated October 21, 2020.

 

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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.

 

  Tekkorp Digital Acquisition Corp.
     
Date: October 26, 2020 By: /s/ Matthew Davey
  Name: Matthew Davey
  Title:  Chief Executive Officer

 

 

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