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): September 25, 2015
Boulevard Acquisition Corp. II
(Exact Name of Registrant as Specified in Charter)
Delaware |
| 001-37561 |
| 46-4583763 |
399 Park Avenue, 6th Floor |
| 10022 |
(212) 878-3500
(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 is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
Item 8.01. Other Events.
On September 25, 2015, Boulevard Acquisition Corp. II (the “Company”) consummated an initial public offering (the “Offering”) of 35,000,000 units (the “Units”). Each Unit consists of one share of the Company’s class A common stock, par value $0.0001 per share (“Common Stock”), and one-half of one warrant (“Warrant”). Each whole Warrant entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds, before expenses, of $350,000,000.
Simultaneously with the consummation of the Offering, the Company completed the private sale of an aggregate of 9,350,000 warrants (the “Private Placement Warrants”), each exercisable to purchase one share of Common Stock for a price of $11.50 per share, to Boulevard Acquisition Sponsor II, LLC (the “Sponsor”) and an unaffiliated purchaser, at a price of $1.00 per Private Placement Warrant, generating gross proceeds, before expenses, of $9,350,000 (the “Private Placement”).
A total of $350,000,000 of the net proceeds from the Offering and the Private Placement were placed in a trust account at J.P. Morgan Chase Bank, N.A., with Continental Stock Transfer & Trust Company acting as trustee. Except for the withdrawal of interest to pay income taxes and franchise taxes, 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 Common Stock issued by the Company in the Offering if the Company is unable to consummate an initial business combination within 24 months from the closing of the Offering, or 27 months from the closing of the Offering if the Company has executed a letter of intent, agreement in principle or definitive agreement for an initial business combination within 24 months from the closing of the Offering.
An audited balance sheet as of September 25, 2015 reflecting receipt of the proceeds received by the Company in connection with the closing of the Offering and the Private Placement 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 |
| Exhibit |
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99.1 |
| Audited Balance Sheet, as of September 25, 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: October 1, 2015 |
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| Boulevard Acquisition Corp. II | |
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| By: | /s/ Thomas Larkin |
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| Name: Thomas Larkin |
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| Title: Chief Financial Officer |