SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
June 18, 2020
Date of Report (Date of earliest event reported)
Opes Acquisition Corp.
(Exact Name of Registrant as Specified in its Charter)
4218 NE 2nd Avenue, 2nd Floor
Registrant's telephone number, including area code: (305) 573-3900
(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:
☐ Written communications pursuant to Rule 425 under the Securities Act
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading Symbol||Name of each exchange on which registered|
|Units, each consisting of one share of common stock and one redeemable warrant||OPESU||The Nasdaq Stock Market LLC|
|Common stock, par value $0.0001 per share||OPES||The Nasdaq Stock Market LLC|
|Redeemable warrants, each exercisable for one share of common stock at an exercise price of $11.50 per share||OPESW||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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 5.03.||Amendments to Articles of Incorporation or Bylaws|
The information included in Item 5.07 is incorporated by reference in this item to the extent required herein.
|Item 5.07.||Submissions of Matters to a Vote of Security Holders.|
Opes Acquisition Corp. (the “Company”) held its Special Meeting of Stockholders (the “Special Meeting”) on June 18, 2020 at 10:00 a.m. EST. Due to the COVID-19 pandemic, the special meeting was held via teleconference. Summarized below are the results of the matters voted on at the Special Meeting.
|Matters Voted On||For||Against||Abstain|
|Proposal to amend the Company’s amended and restated certificate of incorporation to extend the date by which the Company has to complete a business combination for an additional 90 days, from June 18, 2020 to September 16, 2020 (the “Extended Termination Date”).||5,521,239||0||0|
|Proposal to approve the early winding up of the Company and redemption of 100% of the outstanding public shares if the Company’s board of directors determines at any time prior to the Extended Termination Date that the Company will be unable to consummate an initial business combination by the Extended Termination Date.||5,521,239||0||0|
Each of the proposals described above was approved by the Company’s stockholders. None of the Company’s public stockholders elected to redeem their shares for cash in advance of the Special Meeting.
Item 9.01. Financial Statements and Exhibits
|3.1||Amendment to the Amended and Restated Certificate of Incorporation of Opes Acquisition Corp., dated June 18, 2020|
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: June 19, 2020
OPES ACQUISITION CORP.
By: /s/ David Brain
Name: David Brain
Title: Chief Executive Officer