8-A12B 1 dp147644_8a12b.htm FORM 8-A12B
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

DISRUPTIVE ACQUISITION CORPORATION I

(Exact Name of Registrant as Specified in Its Charter)

Cayman Islands   N/A
(State of Incorporation or Organization)   (I.R.S. Employer Identification No.)
     

1925 Century Park East, Suite 1700

Los Angeles, California

  90067
(Address of Principal Executive Offices)   (Zip Code)

 

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

 

Title of Each Class
to be so Registered
  Name of Each Exchange on Which
Each Class is to be Registered
Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant   The Nasdaq Stock Market LLC
     
Class A ordinary shares, par value $0.0001 per share   The Nasdaq Stock Market LLC
     
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50   The Nasdaq Stock Market LLC

 

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box.

 

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box.

 

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box.

 

Securities Act registration statement or Regulation A offering statement file number to which this form relates: 333-253971
  (If applicable)

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

 

N/A

(Title of Class)

 

 

 

 

Item 1. Description of Registrant’s Securities to be Registered.

 

The securities to be registered hereby are the units, Class A ordinary shares and redeemable warrants to purchase Class A ordinary shares of Disruptive Acquisition Corporation I (the “Company”). The description of the units, Class A ordinary shares and warrants contained in the section entitled “Description of Securities” in the prospectus included in the Company’s Registration Statement on Form S-1 (File No. 333-253971) initially filed with the Securities and Exchange Commission on March 8, 2021 (the “Registration Statement”), to which this Form 8-A relates, is incorporated herein by reference. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that is subsequently filed is also incorporated by reference herein.

 

Item 2. Exhibits.

 

The following exhibits have been filed as exhibits to the Registration Statement and are incorporated herein by reference:

 

Exhibit No.

Description

1.1 Form of Underwriting Agreement (incorporated by reference to Exhibit 1.1 to the Company’s Registration Statement on Form S-1/A (File No. 333-253971), filed with the Securities and Exchange Commission on March 17, 2021).
3.1 Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 (File No. 333-253971), filed with the Securities and Exchange Commission on March 8, 2021).
3.2 Form of Amended and Restated Memorandum and Articles of Association (incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1 (File No. 333-253971), filed with the Securities and Exchange Commission on March 8, 2021).
4.1 Specimen Unit Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-1 (File No. 333-253971), filed with the Securities and Exchange Commission on March 8, 2021).
4.2 Specimen Ordinary Share Certificate (incorporated by reference to Exhibit 4.2 to the Company’s Registration Statement on Form S-1 (File No. 333-253971), filed with the Securities and Exchange Commission on March 8, 2021).
4.3 Specimen Warrant Certificate (incorporated by reference to Exhibit 4.3 to the Company’s Registration Statement on Form S-1 (File No. 333-253971), filed with the Securities and Exchange Commission on March 8, 2021).
4.4 Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Company (incorporated by reference to Exhibit 4.4 to the Company’s Registration Statement on Form S-1/A (File No. 333-253971), filed with the Securities and Exchange Commission on March 18, 2021).
10.2 Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Company (incorporated by reference to Exhibit 10.2 to the Company’s Registration Statement on Form S-1 (File No. 333-253971), filed with the Securities and Exchange Commission on March 8, 2021).
10.3 Form of Registration Rights Agreement among the Company, Disruptive Acquisition Sponsor I, LLC and the Holders signatory thereto (incorporated by reference to Exhibit 10.3 to the Company’s Registration Statement on Form S-1 (File No. 333-253971), filed with the Securities and Exchange Commission on March 8, 2021).

 

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Company has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized.

 

 

  Very truly yours,
   
  DISRUPTIVE ACQUISITION CORPORATION I
   
   
  By: /s/ Phillip C. Caputo
    Name: Phillip C. Caputo
    Title: Chief Financial Officer

 

Dated: March 23, 2021