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): September 23, 2020
FTAC OLYMPUS ACQUISITION CORP.
(Exact name of registrant as specified in its charter)
| Cayman Islands | | 001-39469 | | 98-1540161 |
(State or other jurisdiction of
incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer
Identification Number) |
2929 Arch Street, Suite 1703 Philadelphia, PA | | 19104 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (215) 701-9555
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)) |
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 Class A ordinary share and one-third of one redeemable warrant | | FTOCU | | NASDAQ Capital Market |
| Class A ordinary shares, par value $0.0001 per share | | FTOC | | NASDAQ Capital Market |
| Warrants, each whole warrant exercisable for one Class A ordinary share | | FTOCW | | NASDAQ Capital Market |
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.
As previously reported, on August 28, 2020, FTAC Olympus Acquisition Corp. (the “Company”) consummated the sale of 75,000,000 units (the “Units”) in its initial public offering (the “IPO”). Each Unit consists of one Class A ordinary share of the Company, par value $0.0001 per share (“Ordinary Shares”), and one-third of one redeemable warrant (each, a “Warrant”), where each whole Warrant entitles the holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment as provided in the Company’s registration statement on Form S-1, initially filed with the Securities and Exchange Commission on August 6, 2020 (File No. 333-241831). The Units were sold in the IPO at an offering price of $10.00 per Unit for gross proceeds of $750,000,000 (before underwriting discounts and commissions and offering expenses). The Company granted the underwriters in the IPO a 45-day option to purchase up to 11,250,000 additional Units solely to cover over-allotments, if any (the “Over-Allotment Units”). The underwriters exercised the option in part and on September 23, 2020 the Company sold 474,376 Over-Allotment Units, which were sold at an offering price of $10.00 per Unit, generating gross proceeds of $4,743,760.
As previously reported, on August 28, 2020, simultaneously with the consummation of the IPO, the Company consummated the issuance and sale (“Private Placement”) of 2,170,000 Units (the “Placement Units”) in a private placement transaction at a price of $10.00 per Placement Unit, generating gross proceeds of $21,700,000. The Placement Units were purchased by one of the Company’s sponsors, FTAC Olympus Sponsor, LLC.
In addition, the 22,105,000 Class B ordinary shares of the Company (the “Founder Shares”) held by one of the Company’s sponsors, FTAC Olympus Advisors, LLC (prior to the exercise of the over-allotment), included an aggregate of up to 2,812,500 Founder Shares subject to forfeiture to the extent that the underwriters’ over-allotment option was not exercised in full. Since the underwriters exercised the over-allotment option in part, FTAC Olympus Advisors, LLC forfeited 2,693,906 Founder Shares on September 23, 2020. The Founder Shares forfeited by FTAC Olympus Advisors, LLC were cancelled by the Company.
A total of $754,743,760 of the net proceeds from the IPO, the sale of the Over-Allotment Units and the Private Placement (which includes approximately $30.3 million of the Underwriters’ deferred discount) were placed in a trust account established for the benefit of the Company’s public shareholders at JP Morgan Chase Bank, N.A., with Continental Stock Transfer & Trust Company acting as trustee. An audited balance sheet as of August 28, 2020 reflecting receipt of the proceeds upon consummation of the IPO and the Private Placement (but not the proceeds from the sale of the Over-Allotment Units) has been issued by the Company and previously filed on a Current Report on Form 8-K. The Company’s unaudited pro forma balance sheet reflecting receipt of the proceeds from the sale of the Over-Allotment Units on September 23, 2020 is included as Exhibit 99.1 to this Current Report on Form 8-K.
A copy of the press release issued by the Company announcing the consummation of the sale of the Over-Allotment Units is included as Exhibit 99.2 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
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: September 25, 2020 | FTAC OLYMPUS ACQUISITION CORP. |
| | |
| | By: | /s/ Ryan M. Gilbert |
| | Name: | Ryan M. Gilbert |
| | Title: | President and Chief Executive Officer |
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