SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
January 16, 2018
Date of Report (date of earliest event reported)
(Exact name of Registrant as specified in its charter)
(State or other jurisdiction of
incorporation or organization)
3000 El Camino Real
Building 4, Suite 232
Palo Alto, CA 94306
(Address of principal executive offices)
(Registrants telephone number, including area code)
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))|
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 checkmark 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.|
On January 16, 2018, GigCapital, Inc., a Delaware corporation (the Company), announced that the holders of the Companys public units (the Public Units), which were issued pursuant to the initial registration statement on Form S-1, as amended (File No. 333-221581) and the subsequent registration statement on Form S-1 (File No. 333-221948) filed by the Company with the Securities and Exchange Commission in connection with its initial public offering (IPO) and declared effective on December 7, 2017 and December 8, 2017, respectively, may elect to separately trade the shares of common stock, par value $0.0001 per share (Common Stock), rights and warrants included in such Public Units commencing on January 17, 2018.
Each Public Unit consists of one share of Common Stock, three-quarters ( 3⁄4) of one warrant to purchase one share of Common Stock (Public Warrant), and one right to receive one-tenth ( 1⁄10) of one share of Common Stock upon the Companys completion of an initial business combination. Each whole Public Warrant is exercisable for one share of Common Stock at a price of $11.50 per full share. No fractional warrants will be issued upon separation of the Public Units and only whole warrants will trade.
Those Public Units not separated will continue to trade on the NYSE under the symbol GIG.U. The Common Stock, rights and warrants included in the Public Units are expected to trade under the symbols GIG and GIG RT and GIG WS, respectively. Holders of Public Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Companys transfer agent, in order to separate the Units into shares of Common Stock, rights and warrants.
A copy of the press release issued by the Company announcing the separate trading of the securities underlying the Public Units is attached hereto as Exhibit 99.1.
|Item 9.01.||Financial Statements and Exhibits.|
|99.1||Press release dated January 16, 2018|
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|Name:||Dr. Avi S. Katz|
Chief Executive Officer, President and
Executive Chairman of the GigCapital, Inc. Board
(Principal Executive Officer)
Date: January 16, 2018