UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 29, 2010
OVERTURE ACQUISITION CORP.
(Exact name of registrant as specified in its charter)
| Cayman Islands | 001-33924 | 98-0576724 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
c/o Maples Corporate Services Limited Ugland House Grand Cayman, Cayman Islands | KY1-1104 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (646) 736-1376
Not Applicable
(Former name or former address, if changed since last report)
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01. | Other Information. |
The Company announced on January 29, 2010 that a majority of shareholders voted in favor of its proposed business combination with Jefferson National Financial Corp., however, the percentage of no voters requesting redemption of their ordinary shares exceeded the 30% threshold amount set forth in the Company’s Amended and Restated Memorandum and Articles of Association. The Company also announced that it would begin liquidating its trust account established for the benefit of its public shareholders as soon as practicable. A copy of the press release is appended hereto as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits. |
| 99.1 | Press release dated January 29, 2010 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
February 4, 2010 | OVERTURE ACQUISITION CORP. | |
| | | | |
| By: | /s/ Marc J. Blazer | |
| | | Name: Marc J. Blazer | |
| | | Title: President | |
| | | | |
Exhibit Index
99.1 Press release dated January 29, 2010
