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): October 30, 2019

 

EXPERIENCE INVESTMENT CORP.

(Exact name of registrant as specified in its charter)

 

 

100 St. Paul St., Suite 800

Denver, CO 80206

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (720) 284-6400

 

Not Applicable
(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:

 

o                                                               Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o                                                               Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o                                                               Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o                                                               Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

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 x

 

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. o

 

 

 

Item 8.01 Other Events.

 

Separate Trading of Units, Class A Common Stock and Warrants

 

As previously reported on Current Reports on Form 8-K, filed on September 18, 2019 and September 23, 2019, Experience Investment Corp. (the “Company”) consummated its initial public offering (“IPO”) of an aggregate of 27,500,000 units (the “Units”), including 2,500,000 Units issued pursuant to the partial exercise of the underwriters’ over-allotment option to purchase up to an additional 3,750,000 Units. Each Unit consists of one share of Class A common stock of the Company, par value $0.0001 per share (“Class A Common Stock”), and one-third of one redeemable warrant of the Company (the “Warrants”), with each whole Warrant entitling the holder thereof to purchase one share of Class A Common Stock for $11.50 per share. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $275,000,000.

 

On October 30, 2019, the Company issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that the holders of the Units may elect to separately trade the shares of Class A Common Stock and Warrants comprising the Units commencing on November 1, 2019. Those Units not separated will continue to trade on The Nasdaq Capital Market under the symbol “EXPCU,” and the shares of Class A Common Stock and Warrants that are separated will trade on The Nasdaq Capital Market under the symbols “EXPC” and “EXPCW,” respectively. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. Holders of the Units will need to have their brokers contact American Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into shares of Class A Common Stock and Warrants.

 

Item 9.01 Financial Statements and Exhibits.

 

(d)	Exhibits. The following exhibit is filed with this Form 8-K:

 

Exhibit No.		Description of Exhibits
99.1		Press Release dated October 30, 2019.

 

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SIGNATURE

 

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.

 

	EXPERIENCE INVESTMENT CORP.
	By:	/s/ Eric Affeldt
		Name:	Eric Affeldt
		Title:	Chief Executive Officer
Dated: October 30, 2019

 

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