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): April 6, 2015
FINTECH ACQUISITION CORP.
(Exact name of registrant as specified in its charter)
| Delaware | | 001-36846 | | 46-5380892 |
(State or other jurisdiction
of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification
Number) |
712 Fifth Avenue, 12th Floor New York, NY | | 10019 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (212) 735-1498
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 to 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)) |
Separate Trading of Common Stock and Warrants
On April 6, 2015, FinTech Acquisition Corp. (the “Company”) announced that the holders of the Company’s units (“Units”) may elect to separately trade the securities included in the Units commencing on April 6, 2015. Each Unit consists of one share of common stock, par value $0.001 per share (“Common Stock”), and a warrant to purchase one share of Common Stock at a price of $12.00 per share, subject to adjustment (“Warrant”). Those Units not separated will continue to trade on the Nasdaq Capital Market under the symbol “FNTCU” and each of the underlying shares of Common Stock and the Warrants are expected to trade on the Nasdaq Capital Market under the symbols “FNTC” and “FNTCW,” respectively. Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into shares of Common Stock and Warrants.
A copy of the Press Release issued by the Company announcing the separate trading of the securities underlying the Units is attached hereto as Exhibit 99.1.
Forfeiture of Founder Shares
As a result of the underwriter’s determination not to exercise its over-allotment option to purchase additional Units for the initial public offering of the Units, certain of the Company’s initial stockholders forfeited an aggregate of 500,000 shares of Common Stock. As a result of such forfeiture, there are 13,733,333 shares of Common Stock issued and outstanding as of the date of this report.
Item 9.01. Financial Statements and Exhibits.
| 99.1 | | Press Release dated April 6, 2015. |
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.
Dated: April 6, 2015
| | FINTECH ACQUISITION CORP. |
| | | |
| | By: | /s/ James J. McEntee, III |
| | Name: | James J. McEntee, III |
| | Title: | Chief Financial Officer and |
| | | Chief Operating Officer |
EXHIBIT INDEX
| Exhibit No. | | Description |
| | | |
| 99.1 | | Press Release, dated April 6, 2015. |
4
