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): February 7, 2020
BIG ROCK PARTNERS ACQUISITION CORP.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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001-38302
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82-2844431
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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2645 N.
Federal Highway, Suite 230
Delray
Beach, FL
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33483
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
202-654-7060
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 of the registrant
under any of the following provisions (see General Instruction A.2.
below):
☐
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:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Units,
each consisting of one share of Common Stock, one Right and
one-half of one Warrant
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BRPAU
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The
NASDAQ Stock Market LLC
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Common
Stock, par value $0.001 per share
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BRPA
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The
NASDAQ Stock Market LLC
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Rights,
exchangeable into one-tenth of one share of Common
Stock
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BRPAR
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The
NASDAQ Stock Market LLC
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Warrants,
each whole warrant exercisable for one share of Common Stock at an
exercise price of $11.50
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BRPAW
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The
NASDAQ Stock Market LLC
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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
5.02
Departure
of Directors or Certain Officers; Election of Directors;
Appointment of Certain Offi cers; Compensatory Arrangements of
Certain Officers
On
February 7, 2020, Lori B. Wittman notified the Board of Directors
(“Board”) of Big Rock Partners Acquisition Corp. (the
“Company”) that she was resigning as a director of the
Company and as its Chief Financial Officer. Ms. Wittman’s
resignation was not due to any disagreement with the Company on any
matter relating to the Company’s operations, policies, or
practices (financial or otherwise).
On
the same date, the Board appointed Bennett Kim to fill the vacancy
on the Board created by Ms. Wittman’s resignation and
appointed Mr. Kim as the Company’s Chief Financial Officer.
Mr. Kim, 47 years old, has served as the Company’s Chief
Investment Officer and Corporate Secretary since September 18,
2017. He has also served as the Managing Principal of Big Rock
Senior Housing since January 2016. Mr. Kim was the Chief Investment
Officer at Big Rock Partners, an opportunistic real estate
investment firm founded in 2004 that has invested in and managed
over $800 million in assets since its formation, from May 2006 to
July 2014 and was responsible for acquisitions, development, asset
management, and dispositions. From July 2014 to December 2015, Mr.
Kim served as the Head of Acquisitions for Carefree Communities,
the fifth largest national owner and operator of manufactured
housing communities and RV parks with 103 communities and 28,000
sites. From January 2001 to May 2006, Mr. Kim served as a Vice
President at Apollo and was responsible for new investments and
investment management including the development of a $400 million
mixed-use project that consists of two hotels, two condominium
towers, retail, office and structured parking. Mr. Kim also
formulated work-out strategies for one of the largest assisted
living companies in the nation while at Apollo. Between 1999 to
2000, Mr. Kim was an Assistant Vice President at Oaktree Capital
Management, where he evaluated and executed investments in the U.S.
and Japan for funds then totaling $1.7 billion of equity.
Previously, Mr. Kim worked as an Associate at Merrill Lynch Real
Estate Investment Banking, where he evaluated financing
alternatives for public and private real estate companies. Mr. Kim
also worked as a Senior Analyst at Walt Disney Imagineering and as
an Analyst at Disney Development Company. Mr. Kim graduated with an
M.B.A. from Harvard Business School and a B.A. in Economics from
UCLA.
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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.
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BIG ROCK PARTNERS
ACQUISITION CORP.
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Dated: February
11, 2020
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By:
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/s/ Richard
Ackerman
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Name: Richard
Ackerman
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Title:
Chairman, President
and Chief Executive Office
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