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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Legacy Acquisition Corp | NYSE:LGC | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 8.095 | 0 | 01:00:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1
TO
SCHEDULE TO
TENDER OFFER STATEMENT
UNDER SECTION 14(d)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
LEGACY ACQUISITION CORP.
(Name of Subject Company (Issuer) and Filing Person (as Offeror))
Class A Common Stock, Par Value
$0.0001 Per Share
(Title of Class of Securities)
524643202
(CUSIP Number of Class of Securities)
Edwin J. Rigaud
Chairman and Chief Executive Officer
Legacy Acquisition Corp.
1308 Race Street Suite 200
Cincinnati, Ohio 45202
(505) 820-0412
(Name, address and telephone number of person authorized to receive notices and communications on behalf of filing persons)
With copies to:
Penny J. Minna, Esq.
Gerry Williams, Esq.
DLA Piper LLP (US)
6225 Smith Avenue
Baltimore, Maryland 21209
(410) 580-3000
CALCULATION OF FILING FEE
Transaction Valuation*: | Amount of Filing Fee**: | |||||
$ | 64,313,141 | $ | 7,016.56 |
* | Calculated solely for purposes of determining the filing fee. This amount is based upon the offer to purchase shares of Class A Common Stock of Legacy Acquisition Corp. for an aggregate purchase price of up to $64,313,141 at a price of $10.5040 per share in cash. | |
** | The amount of the filing fee was calculated in accordance with Rule 0-11 of the Securities Exchange Act of 1934, as amended, and equals $109.10 per $1,000,000 of the value of the transaction. | |
☒ | Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
Amount Previously Paid: $7,016.56 | Filing Party: Legacy Acquisition Corp. | |||
Form or Registration No.: Schedule TO-I | Date Filed: October 5, 2020 |
☐ | Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. |
Check the appropriate boxes to designate any transactions to which the statement relates:
☐ | third-party tender offer subject to Rule 14d-1. | |
☒ | issuer tender offer subject to Rule 13e-4. | |
☐ | going-private transaction subject to Rule 13e-3. | |
☐ | amendment to Schedule 13D under Rule 13d-2. |
Check the following box if the filing is a final amendment reporting the results of the tender offer: ☐
If applicable, check the appropriate box(es) to designate the appropriate rule provision(s) relied upon:
☐ | Rule 13e-4(i) (Cross-Border Issuer Tender Offer) | |
☐ | Rule 14d-1(d) (Cross-Border Third-Party Tender Offer) |
SCHEDULE TO
Legacy Acquisition Corp., a Delaware corporation (“Legacy” or the “Company”) hereby amends and supplements the Tender Offer Statement on Schedule TO (as amended and supplemented, the “Schedule TO”) originally filed by Legacy with the Securities and Exchange Commission (the “SEC”) on October 5, 2020. The Schedule TO relates to the Company’s offer to purchase for cash up to all 6,122,699 issued and outstanding shares of Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), that were initially issued as part of units in Legacy’s initial public offering (such shares of Class A Common Stock, the “Public Shares”), at a purchase price of $10.5040 per Public Share, net to the seller in cash, without interest. The Company’s offer is being made upon the terms and subject to certain conditions set forth in the Offer to Purchase for Cash dated October 5, 2020 (the “Offer to Purchase”) and in the related Letter of Transmittal (the “Letter of Transmittal”), which, as amended or supplemented from time to time, together constitute the offer (the “Offer”). This Schedule TO is intended to satisfy the reporting requirements of Rule 13e-4(c)(2) under the Exchange Act.
This Amendment No. 1, as it amends and supplements the Schedule TO, is intended to satisfy the reporting of Rule 13e-4(c)(2) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Only those items reported in this Amendment No. 1 are amended or supplemented. Except as specifically provided herein, the information contained in the Schedule TO, the Offer to Purchase and the Letter of Transmittal remains unchanged.
This Amendment No. 1 should be read in conjunction with the Schedule TO, the Offer to Purchase and the Letter of Transmittal, as the same may be further amended or supplemented hereafter and filed with the SEC.
Capitalized terms used and not defined herein have the meanings assigned to such terms in the Offer to Purchase.
Item 11. Additional Information.
Item 11(c) of the Schedule TO is hereby amended and supplemented as follows:
On October 13, 2020, the Company furnished a Current Report on Form 8-K with the SEC which included an investor presentation as Exhibit 99.1. The investor presentation is incorporated by reference as Exhibit (a)(5)(vii) to the Schedule TO and is incorporated herein by reference.
Item 12. Exhibits.
The Exhibit Index immediately following the signature page of this Schedule TO is incorporated herein by reference.
1
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: October 13, 2020
LEGACY ACQUISITION CORP. | |||
By: | /s/ William C. Finn | ||
Name: | William C. Finn | ||
Title: | Chief Financial Officer |
2
EXHIBIT INDEX
3
* | Filed here-with. |
** | Legacy has omitted schedules and similar attachments to the Business Combination Agreement pursuant to Item 601(b)(2) of Regulation S-K. Legacy agrees to furnish supplemental copies of all omitted exhibits and schedules to the SEC upon its request. |
*** | Legacy has omitted certain agreements as exhibits to this Schedule TO because each such agreement is substantially identical, except as to the parties thereto and the specific number of securities held by a party thereto. These omitted agreements are identified on a schedule attached to each such respective agreement pursuant to Instruction (2) of the Instructions to Item 601 of Regulation S-K. |
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