Attached files
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| EX-99.1 - EXHIBIT 99.1 - Owlet, Inc. | brhc10015387_ex99-1.htm |
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 17, 2020
SANDBRIDGE ACQUISITION CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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001-39516
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85-1615012
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(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer
Identification Number)
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1999 Avenue of the Stars, Suite 2088
Los Angeles, CA
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90067
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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: (424) 221-5743
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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 Class A common stock, $0.0001 par value, and one-half of one redeemable warrant
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SBG.U
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New York Stock Exchange LLC
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Shares of Class A common stock included as part of the units
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SBG
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New York Stock Exchange LLC
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Redeemable warrants included as part of the units, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50
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SBG WS
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New York Stock Exchange 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 or Rule 12b-2 of the Securities Exchange Act of 1934.
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.
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On September 17, 2020, Sandbridge Acquisition Corporation (the “Company”) completed (i) its initial public offering (the “IPO”) of 23,000,000 units (the “Units”), including 3,000,000 Units sold
pursuant to the full exercise of the underwriters’ option to purchase additional Units to cover overallotments, at an offering price of $10.00 per Unit and (ii) a private placement of 6,600,000 warrants with Sandbridge Acquisition Holdings LLC
(the “Sponsor”) at a price of $1.00 per warrant (the “Private Placement”). The net proceeds from the IPO, together with certain of the proceeds from the Private Placement, totaling $230,000,000 in the aggregate (the “Trust Account Proceeds”),
were placed in a trust account with Continental Stock Transfer & Trust Company established for the benefit of the Company’s public stockholders and the underwriters of the IPO. Except for the withdrawal of interest earned on the Offering
Proceeds in the trust account to fund the Company’s franchise and income taxes, or upon the redemption by public stockholders of Class A common stock in connection with certain amendments to the Company’s amended and restated certificate of
incorporation, none of the funds held in the trust account will be released until the completion of the Company’s initial business combination or the redemption by the Company of 100% of the outstanding shares of Class A common stock issued by
the Company in the IPO if the Company does not consummate an initial business combination within 24 months after the closing of the IPO.
An audited balance sheet as of September 17, 2020 reflecting receipt of the Offering Proceeds 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.
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(d)
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Exhibits.
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Audited Balance Sheet
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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.
Dated: September 23, 2020
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SANDBRIDGE ACQUISITION CORPORATION
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By:
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/s/ Richard Henry
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Name:
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Richard Henry
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Title:
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Chief Financial Officer
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