Attached files

file filename
EX-99.1 - PRESS RELEASE - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex99-1_property.htm
EX-10.6 - FORM OF INDEMNIFICATION AGREEMENT - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex10-6_property.htm
EX-10.5.2 - SUBSCRIPTION AGREEMENT BETWEEN THE COMPANY AND EARLYBIRDCAPITAL, INC - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex10-5ii_property.htm
EX-10.5.1 - SUBSCRIPTION AGREEMENT BETWEEN THE COMPANY AND PROPERTY SOLUTIONS ACQUISITION SP - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex10-5i_property.htm
EX-10.4 - ADMINISTRATIVE SERVICES AGREEMENT BETWEEN THE COMPANY AND INTERPRIVATE LLC - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex10-4_property.htm
EX-10.3 - REGISTRATION RIGHTS AGREEMENT BETWEEN THE COMPANY AND CERTAIN SECURITY HOLDERS - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex10-3_property.htm
EX-10.2 - ESCROW AGREEMENT BETWEEN THE REGISTRANT, CONTINENTAL STOCK TRANSFER & TRUST COMP - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex10-2_property.htm
EX-10.1 - INVESTMENT MANAGEMENT TRUST AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex10-1_property.htm
EX-4.1 - WARRANT AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND THE COM - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex4-1_property.htm
EX-3.1 - AMENDED AND RESTATED CERTIFICATE OF INCORPORATION - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex3-1_property.htm
EX-1.2 - BUSINESS COMBINATION MARKETING AGREEMENT BETWEEN THE COMPANY AND EARLYBIRDCAPITA - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex1-2_property.htm
EX-1.1 - UNDERWRITING AGREEMENT BETWEEN THE COMPANY AND EARLYBIRDCAPITAL, INC., AS REPRES - FARADAY FUTURE INTELLIGENT ELECTRIC INC.ea124439ex1-1_property.htm

 

 

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): July 21, 2020

  

PROPERTY SOLUTIONS ACQUISITION CORP.

(Exact Name of Registrant as Specified in Charter)

 

Delaware   001-39395   84-4720320
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

  

654 Madison Avenue

New York, NY 10065

(Address of Principal Executive Offices) (Zip Code)

 

(646) 502-9845

(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 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:

 

Title of each class

  Trading Symbol(s)  

Name of each exchange on

which registered

Units, each consisting of one share of common stock and one redeemable warrant   PSACU   The Nasdaq Stock Market LLC
Common stock, par value $0.0001 per share   PSAC   The Nasdaq Stock Market LLC
Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share   PSACW   The Nasdaq Stock Market LLC

  

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 1.01. Entry into a Material Definitive Agreement.

 

On July 21, 2020 the Registration Statement on Form S-1 (SEC File No. 333-239622) (the “Registration Statement”) relating to the initial public offering of units of Property Solutions Acquisition Corp. (the “Company”) was declared effective by the Securities and Exchange Commission (“SEC”).

 

On July 21, 2020, the Company entered into various agreements filed as exhibits to the Registration Statement. The Company also filed an amended and restated certificate of incorporation with the Secretary of State of the State of Delaware. The material terms of such agreements and the amended and restated certificate of incorporation are fully described in the Company’s final prospectus, dated July 21, 2020 as filed with the SEC on July 22, 2020. This Current Report on Form 8-K is being filed solely to file such executed agreements and amended and restated certificate of incorporation.

 

Item 5.03. Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal Year.

 

The information set forth in Item 1.01 is hereby incorporated by reference.

 

Item 9.01. Financial Statement and Exhibits.

 

(d) Exhibits:

 

Exhibit   Description
     
1.1   Underwriting Agreement between the Company and EarlyBirdCapital, Inc., as representative of the underwriters.
     
1.2   Business Combination Marketing Agreement between the Company and EarlyBirdCapital, Inc.
     
3.1   Amended and Restated Certificate of Incorporation.
     
4.1   Warrant Agreement between Continental Stock Transfer & Trust Company and the Company.
     
10.1   Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Company.
     
10.2   Escrow Agreement between the Registrant, Continental Stock Transfer & Trust Company and the Company’s Initial Stockholders.
     
10.3   Registration Rights Agreement between the Company and certain security holders.
     
10.4   Administrative Services Agreement between the Company and InterPrivate LLC.
     
10.5.1   Subscription Agreement between the Company and Property Solutions Acquisition Sponsor, LLC.
     
10.5.2   Subscription Agreement between the Company and EarlyBirdCapital, Inc.
     
10.6   Form of Indemnification Agreement.
     
99.1   Press Release.

 

1

 

 

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: July 24, 2020

 

  PROPERTY SOLUTIONS ACQUISITION CORP.
     
  By: /s/ Jordan Vogel
  Name: Jordan Vogel
  Title:   Co-Chief Executive Officer

 

 

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