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EX-99.1 - EXHIBIT 99.1 - Mercury Ecommerce Acquisition Corpnt10022133x8_ex99-1.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):  July 30, 2021
 
Mercury Ecommerce Acquisition Corp.
 
(Exact name of registrant as specified in its charter)
 
Delaware
001-40679
86-2365445
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
3737 Buffalo Speedway, Suite 1750
Houston, Texas
(Address of Principal Executive Offices)
 
77002
(Zip Code)
 
(713) 715-6820
(Registrant’s telephone number, including area code)
 

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:
 
☐  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-commencements 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-half of one warrant
MEACU
The Nasdaq Stock Market LLC
Class A common stock, par value $0.0001 per share
MEAC
The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share
MEACW
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 ☒
 
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 July 30, 2021, Mercury Ecommerce Acquisition Corp. (the “Company”) consummated an initial public offering (the “IPO”) of 17,500,000 units (the “Units”). Each Unit consists of one share of Class A commons stock, $0.0001 par value per share (the “Class A Shares”), and one-half of one redeemable warrant (the “Public Warrants”), each whole Public Warrant entitling the holder thereof to purchase one Class A Share at an exercise price of $11.50 per share. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $175,000,000. Substantially concurrently with the closing of the IPO, the Company completed the private sale (the “Private Placement”) of 7,850,000 warrants (the “Private Placement Warrants”) to the Company’s sponsor, Mercury Sponsor Group I LLC, at a purchase price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $7,850,000. The net proceeds from the IPO together with certain of the proceeds from the Private Placement, $176,500,000 in the aggregate (the Offering Proceeds”), were placed in a trust account established for the benefit of the Company’s public shareholders and the underwriters of the IPO with Continental Stock Transfer & Trust Company acting as trustee. Except for the withdrawal from interest earned on the Offering Proceeds in the trust account to fund income taxes payable and up to $100,000 of interest to pay dissolution expenses, or upon the redemption by public stockholders of Class A Shares in connection with certain amendments to the Company’s amended and restated certificate of incorporation, none of the funds held in the trust account will be released until the earlier of the completion of the Company’s initial business combination or the redemption of 100% of the Class A Shares included in the Units and issued by the Company in the IPO if the Company is unable to consummate an initial business combination within 18 months from the closing of the IPO, or 24 months if the Company has signed a definitive agreement with respect to an initial business combination within such 18-month period (or up to 24 months if the Company extends the period of time to consummate a business combination) from the closing of the IPO.
 
An audited balance sheet as of July 30, 2021 reflecting receipt of the Offering Proceeds has been issued by the Company and is included as Exhibit 99.1 to this Current Report on Form 8-K.
 
Item 9.01          Financial Statements and Exhibits
 
(d)          Exhibits
 
Exhibit No.
 
Description of Exhibits
 
Audited Balance Sheet



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.
 
 
Mercury Ecommerce Acquisition Corp.
Date:  August 6, 2021
By: 
/s/ R. Andrew White
 
Name: 
R. Andrew White
 
Title: 
President and Chief Executive Officer