Item 8.01. Other Events.
On October 2, 2017,
Electrum Special Acquisition Corporation (the “Company”) convened and then adjourned, without conducting any business,
its special meeting of shareholders (the “special meeting”) until Thursday, October 5, 2017, at 10:30 a.m., Eastern
time, at which time the Company’s shareholders will vote on the proposals described in the Company’s definitive proxy
statement filed with the Securities and Exchange Commission (the “SEC”) on September 7, 2017 (the “Proxy Statement”).
At the special meeting, shareholders of the Company will be asked to vote on a proposal to amend (the “Extension Amendment”)
the Company’s Amended and Restated Memorandum and Articles of Association to extend the date by which the Company has to
consummate a business combination for an additional 120 days, from October 8, 2017 to February 5, 2018 (the “Extended Date”),
and a proposal to amend (the “Trust Amendment”) the Company’s investment management trust agreement, dated June
10, 2015, as amended on June 6, 2017, by and between the Company and Continental Stock Transfer & Trust Company to extend the
date on which to commence liquidating the trust account established in connection with the Company’s initial public offering
in the event the Company has not consummated a business combination by the Extended Date.
The special meeting
will be held at the offices of Greenberg Traurig, LLP, located at the MetLife Building, 200 Park Avenue, New York, New York 10166.
In connection with
the adjournment of the special meeting, the Company is extending the deadline for holders of the Company’s ordinary shares
sold in its initial public offering (the “public shares”) to exercise their right to redeem their public shares for
their pro rata portion of the funds available in the Company’s trust account in connection with the Extension Amendment and
the Trust Amendment to 5:00 p.m., Eastern time, on October 3, 2017.
Only holders of record
of the Company’s shares at the close of business on August 29, 2017 will be entitled to vote and have their votes counted
at the special meeting and any adjournments or postponements of the special meeting.
Forward-Looking Statements
Certain statements
made herein are “forward-looking statements” within the meaning of the “safe harbor” provisions of the
Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “anticipate,”
“believe,” “expect,” “estimate,” “plan,” “outlook” and “project”
and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters.
These forward-looking statements reflect the current analysis of existing information and are subject to various risks and uncertainties.
As a result, caution must be exercised in relying on forward-looking statements. Due to known and unknown risks, the Company’s
actual results may differ materially from its expectations or projections.
Additional factors
that could cause actual results to differ materially from those expressed or implied in forward-looking statements can be found
in the Proxy Statement, annual report on Form 10-K for the fiscal year ended November 30, 2016 and quarterly report on Form 10-Q
for the quarterly period ended May 31, 2017, which are available, free of charge, at the SEC’s website at www.sec.gov.
Additional Information about the Amendments
and Where to Find It
In connection with
the proposed Extension Amendment and Trust Amendment, the Company filed the Proxy Statement with the SEC on September 7, 2017 and
thereafter commenced mailing the Proxy Statement to its shareholders as of the August 29, 2017 record date for the special meeting. Investors
and security holders of the Company are advised to read the Proxy Statement because it contains important information about the
proposed Extension Amendment and Trust Amendment. Shareholders may also obtain a copy of the Proxy Statement, as well as other
relevant documents that have been or will be filed with the SEC, without charge, at the SEC’s website at www.sec.gov or by
directing a request to: Electrum Special Acquisition Corporation, c/o The Electrum Group LLC, 700 Madison Avenue, 5th Floor, New
York, New York 10065, Attn: Eric N. Vincent, Chief Executive Officer and Secretary.
If you have any questions
or need assistance voting your shares, please call the Company’s proxy solicitor, Morrow Sodali LLC at: Morrow Sodali
LLC, 470 West Avenue, Stamford, CT 06902, phone: (800) 662-5200 (banks and brokers call collect at: (203) 658-9400), email: ELEC.info@morrowco.com.
Participants in Solicitation
The Company and certain
of its directors, executive officers and other members of its management and employees may be deemed to be participants in the
solicitation of proxies from the Company’s shareholders. Information concerning the interests of the directors and executive
officers of the Company is set forth in the Proxy Statement.
