0001104659-21-048116.txt : 20210408 0001104659-21-048116.hdr.sgml : 20210408 20210408165640 ACCESSION NUMBER: 0001104659-21-048116 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210407 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20210408 DATE AS OF CHANGE: 20210408 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Property Solutions Acquisition Corp. II CENTRAL INDEX KEY: 0001833235 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 853851769 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-40087 FILM NUMBER: 21815401 BUSINESS ADDRESS: STREET 1: 64 MADISON AVE, SUITE 1009 CITY: NEW YORK STATE: NY ZIP: 10065 BUSINESS PHONE: (646) 502-9845 MAIL ADDRESS: STREET 1: 64 MADISON AVE, SUITE 1009 CITY: NEW YORK STATE: NY ZIP: 10065 8-K 1 tm2112518d1_8k.htm FORM 8-K

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 7, 2021

 

 

 

Property Solutions Acquisition Corp. II

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-40087   85-3851769
(State or other jurisdiction of
incorporation or organization)
  (Commission File Number)   (I.R.S. Employer Identification
Number)

 

654 Madison Avenue, Suite 1009

New York, New York

  10065
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (646) 502-9845

 

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:

 

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

 

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

 

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

 

¨ 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:

 

Title of each class   Trading
Symbol(s)
  Name of each exchange
on which registered
Units, each consisting of one share of Class A common stock, and one-fourth of one Warrant to acquire one share of Class A common stock   PSAGU   The Nasdaq Stock Market LLC
Class A common stock, par value $0.0001 per share   PSAG   The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50   PSAGW   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

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.  ¨

 

 

 

 

 

 

Item 8.01. Other Events.

 

On April 7, 2021, Property Solutions Acquisition Corp. II (the “Company”) announced that the holders of the Company’s units (the “Units”) may elect to separately trade the Class A common stock, par value $0.0001 per share (“Class A Common Stock”), and redeemable warrants included in the Units commencing on April 9, 2021. Each Unit consists of one share of Class A Common Stock and one-fourth of one redeemable warrant to purchase one share of Class A Common Stock. Any Units not separated will continue to trade on the Nasdaq Capital Market (“Nasdaq”) under the symbol “PSAGU”. Any underlying shares of Class A Common Stock and warrants that are separated will trade on Nasdaq under the symbols “PSAG” and “PSAGW”, 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.

 

(d) Exhibits.

 

99.1 Press Release, dated April 7, 2021.

 

 

 

 

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.

 

Dated: April 8, 2021

 

  Property Solutions Acquisition Corp. II  
   
  By: /s/ Jordan Vogel
  Name: Jordan Vogel
  Title: Co-Chief Executive Officer

 

 

 

EX-99.1 2 tm2112518d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

 

PROPERTY SOLUTIONS ACQUISITION CORP. II SECURITIES TO COMMENCE SEPARATE TRADING

 

New York, NY (April 7, 2021) – Property Solutions Acquisition Corp. II (Nasdaq: PSAGU) (the “Company”) announced today that separate trading of its Class A common stock and warrants underlying the Company’s units would commence on or about April 9, 2021. The common stock and warrants will trade under the symbols “PSAG” and “PSAGW”, respectively. Units not separated will continue to be listed on the Nasdaq Capital Market under the symbol “PSAGU”.

 

Property Solutions Acquisition Corp. II is a newly incorporated blank check company, incorporated as a Delaware company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. While Property Solutions Acquisition Corp. II may pursue an acquisition opportunity in any business, industry, sector or geographical location, Property Solutions Acquisition Corp. II intends to seek to acquire businesses that service the real estate industry.

 

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, 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.

 

Forward Looking Statements

 

This press release contains statements that constitute “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements are subject to numerous risks and 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 other filings with the Securities and Exchange Commission and, therefore, actual results could differ materially from those projected in the forward-looking statements. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

Contacts:

 

Jordan Vogel, Co-Chief Executive Officer

Aaron Feldman, Co-Chief Executive Officer

(646) 502-9845

jordan@benchmarkrealestate.com