Current Report Filing (8-k)
November 24 2020 - 5:01AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 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): November 17, 2020
GOOD
WORKS ACQUISITION CORP.
(Exact
Name of Registrant as Specified in its Charter)
DELAWARE
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001-39625
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85-1614529
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(State
or Other Jurisdiction of
Incorporation or Organization)
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(Commission
File No.)
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(I.R.S.
Employer
Identification No.)
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4265
San Felipe, Suite 603
Houston,
Texas 77027
(Address
of principal executive offices and zip code)
(713)
468-2717
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed from 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):
☐ 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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☐ 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-14(c)).
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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. ☒
Securities
registered pursuant to Section 12(b) of the Act:
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 common stock, $0.001 par value and one-half of one redeemable warrant
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GWACU
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The NASDAQ Stock Market LLC
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Common Stock, par value $.001 per share
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GWAC
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The NASDAQ Stock Market LLC
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Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per whole share
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GWACW
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The NASDAQ Stock Market LLC
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Item
8.01. Other Events.
As
previously disclosed on a Current Report on Form 8-K dated October 28, 2020, Good Works Acquisition Corp. (the “Company”)
consummated its initial public offering (“IPO”) of 15,000,000 units (the “Units”) on October 22, 2020.
Each Unit consists of one share of common stock of the Company, par value $0.001 per share, and one-half of one redeemable warrant
of the Company (“Warrant”), with each Warrant entitling the holder thereof to purchase one share of common stock for
$11.50 per share, subject to adjustment. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company
of $150,000,000.
As
also previously disclosed in the Current Report on Form 8-K dated October 28, 2020, simultaneously with the closing of the IPO,
the Company consummated the private placement (“Private Placement”) of 228,000 units (the “Private Units”)
at a price of $10.00 per Private Unit, generating total proceeds of $2,280,000.
In
connection with the IPO, the underwriters were granted a 45-day option from the date of the prospectus (the “Over-Allotment
Option”) to purchase up to 2,250,000 additional units to cover over-allotments (the “Over-Allotment Units”),
if any. As disclosed in the Current Report on Form 8-K dated October 28, 2020, on October 26, 2020, the underwriters purchased
an additional 1,500,000 Over-Allotment Units pursuant to the partial exercise of the Over-Allotment Option. On November 17, 2020,
the underwriters purchased an additional 500,000 Over-Allotment Units pursuant to the partial exercise of the Over-Allotment Option.
The Over-Allotment Units were sold at an offering price of $10.00 per Over-Allotment Unit, generating aggregate additional gross
proceeds of $20,000,000 to the Company. On November 17, 2020, the underwriters canceled the remainder of the Over-Allotment Option.
In connection with the cancellation of the remainder of the Over-Allotment Option, the Company will cancel an aggregate of 62,500
shares of common stock issued to I-B Good Works LLC, the Company’s sponsor, prior to the IPO and Private Placement.
A
total of $170,000,000 of the net proceeds from the sale of Units in the IPO (including the Over-Allotment Units) and the Private
Placement, were placed in a trust account established for the benefit of the Company’s public shareholders. Included with
this report as Exhibit 99.1 is a pro-forma balance sheet reflecting the exercise of the Over-Allotment Option.
Item 9.01 Financial Statements and Exhibits.
EXHIBIT
INDEX
SIGNATURE
Pursuant
to the requirements of the Securities and 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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GOOD WORKS ACQUISITION CORP.
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Date: November 23, 2020
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By:
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/s/
Cary Grossman
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Cary
Grossman
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President
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