UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) April 22, 2021
ARROWROOT ACQUISITION CORP.
(Exact Name of Registrant as Specified in Charter)
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Delaware
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001-835972
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85-3961600
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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4553 Glencoe Ave, Suite 200
Marina Del Rey, California 90292
(Address of principal executive office) (Zip Code)
(310) 566-5966
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, 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):
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☐
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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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☐
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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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ARRWU
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The Nasdaq Stock
Market LLC
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Shares of Class A common stock included as part of the units
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ARRW
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The Nasdaq Stock
Market 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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ARRWW
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The Nasdaq Stock
Market 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 (§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 8.01. |
Other Events.
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On April 22, 2021, Arrowroot Acquisition Corp. (the “Company”) announced that the holders of the Company’s units (the “Units”) may elect to
separately trade the shares of Class A common stock, par value $0.0001 per share (the “Class A common stock”), and warrants included in the Units commencing on April 22, 2021. Each Unit consists of one share of Class A common stock and one-half of one
redeemable warrant to purchase one share of Class A common stock. Any Units not separated will continue to trade on The Nasdaq Stock Market LLC (“Nasdaq”) under the symbol “ARRWU”. Any underlying share of Class A common stock and warrants that are
separated will trade on the Nasdaq under the symbols “ARRW” and “ARRWW,” respectively. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. Holders of Units will need to have their brokers contact
Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the holders’ Units into shares of Class A common stock and warrants.
A copy of the press release issued by the Company announcing the separate trading of the securities underlying the Units is attached hereto
as Exhibit 99.1.
| Item 9.01. |
Financial Statements and Exhibits.
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| (d) |
Exhibits:
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Exhibit Number
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Description
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Press Release, dated April 22, 2021.
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SIGNATURES
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.
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ARROWROOT ACQUISITION CORP.
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Dated: April 22, 2021
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By:
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/s/ Matthew Safaii
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Name:
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Matthew Safaii
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Title:
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Chief Executive Officer
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Exhibit 99.1
Arrowroot Acquisition Corp. Announces the Separate Trading of its Shares of Class A Common Stock
and Warrants Commencing April 22, 2021
MARINA DEL REY, CA, April 22, 2021 -- Arrowroot Acquisition Corp. (Nasdaq: ARRWU) (the “Company”) announced today that, commencing April
22, 2021, holders of the units sold in the Company’s initial public offering of 250,000,000 units, completed on March 4, 2021, may elect to separately trade the shares of Class A common stock and warrants included in the units. Those units not
separated will continue to trade on The Nasdaq Stock Market LLC (“Nasdaq”) under the symbol “ARRWU,” and the Class A ordinary shares and warrants that are separated will trade on the Nasdaq under the symbols “ARRW” and “ARRWW,” respectively. Holders
of units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the units into shares of Class A common stock and warrants. No fractional
warrants will be issued.
The units were initially offered by the Company in an underwritten offering. Cantor acted as sole book-running manager and representative
of the underwriters for this offering. A registration statement relating to the units and the underlying securities was declared effective by the Securities and Exchange Commission (the “SEC”) on March 1, 2021.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities of the Company, nor shall
there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The offering was made
only by means of a prospectus. Copies of the final prospectus related to the offering may be obtained from: Cantor Fitzgerald & Co., Attention: Capital Markets, 499 Park Avenue, 5th Floor New York, New York 10022; Email: prospectus@cantor.com.
Copies of the registration statement can be accessed through the SEC's website at www.sec.gov.
About Arrowroot Acquisition Corp.
Arrowroot Acquisition Corp. is a special purpose acquisition company formed for the purpose of
effecting a merger, stock purchase or similar business combination with one or more businesses. The management team is led by Matthew Safaii, as Chief Executive Officer, and Thomas Olivier, as President and Chief Financial Officer, each with
decades of experience identifying, evaluating, advising and investing in transformational growth companies in the technology sector. While the Company intends to evaluate opportunities in many sectors, it believes the diverse experience and
extensive relationship network of its management team, board and sponsor will drive particularly attractive investment opportunities in the enterprise software sector.
Cautionary Note Concerning Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements,” including with respect to the anticipated use of the
net proceeds. No assurance can be given that the net proceeds of the offering will be used as indicated. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in
the Risk Factors section of the Company’s registration statement and prospectus for the Company’s offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for
revisions or changes after the date of this release, except as required by law.