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Before the Opening Bell: PVT, BROG, FLLC, GPAQ
by Kristi Marvin on 2019-12-27 at 8:55am

Read below for the latest notable SPAC filings news.


Pivotal Acquisition Corp. (PVT), filed additional documents last night and included within the filing was the redemption results from their recent shareholder vote to complete their combination with KLDiscovery.  If you look at exhibit 99.2, you will see that of Pivotal’s 23,000,000 shares eligible for redemption, 22,640,565 redeemed, or 98.4%.  That leaves just 359,435 public SPAC shares.

Furthermore, the newly combined company (KLDiscovery) has applied to the OTCQX market  to list it’s share and warrant under the symbols “KLDI” and “KLDIW.  As of today, it doesn’t look like the symbols are available yet, but hopefully in the next day or so.


Twelve Seas Investment Company (BROG), filed their recent vote results as well, albeit under the new company’s name of BPGIC International.  They also bucked the trend by including their redemption results within the intial 8-K (typically we have to wait for that information).  At the vote, holders of 16,997,181 shares exercised their right to redeem at a price of $10.31684239 per share, for an aggregate redemption amount of approximately $175.36 million, or 82.1% of the trust.

As for the vote results themselves, 18,939,624 shares vote “For”, whereas 893,595 shares voted “Against”. You can view the vote results HERE.


Fellazo Inc. (FLLC), filed an 8-K last night with additional information as to why Marcum, their auditor, resigned recently. Per the filing:

“Marcum advised the Company that it resigned because Marcum was unable to conclude its review with respect to the Company’s interim financial statements for the quarterly period ended September 30, 2019 pursuant to AS 4105. Marcum further advised the Company that it had not received satisfactory responses and explanations to its inquiries regarding certain related party transactions, including an advance of $250,000 to the Company’s Sponsor, as well as advances or payments to the Company’s CEO and compensation to the Company’s non-independent directors, who serve as the Company’s management. In addition, Marcum questioned a management agent agreement with a third party, given the Company previously entered into an administrative services agreement for similar services with the Sponsor.” 

So that’s interesting…. In the meantime, Fellazo still hasn’t filed their third Quarter 10-Q and recently received a de-listing notice from the Nasdaq, in part, “due to the Company’s failure to timely file its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2019.”  So in the meantime, Fellazo needs to get a new auditor quick, get a 10-Q on file, and work it out with the Nasdaq, or they’re in danger of going to the Bulletin Board.


Gordon Pointe Acquisition Corp. (GPAQ), announced last night that they would be extending their deadline another 30 days to January 29th, 2020. In connection with the 30-day extension, the Company’s sponsor contributed to $0.033 per share to the trust for an aggregate contribution of $364,766.79.

Gordon Pointe also has another extension vote coming up in January (date yet-to-be-determined) where they will be asking shareholders to approve one more 30 day extension to February 29th (Leap Year), so they can complete their combination with HOF Village.  Once again, Gordon Pointe will be offering non-redeeming shareholders an additional $0.033 per share to trust in order to extend.


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