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

 

November 27, 2020

Date of Report (Date of earliest event reported)

 

Trident Acquisitions Corp.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware		001-38508		81-1996183
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

77 Water Street, Fl 8 New York, NY		10005
(Address of Principal Executive Offices)		(Zip Code)

 

Registrant's telephone number, including area code: (646) 229-7549

 

N/A

(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

 

☒

Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

☐

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

 

☐

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

 

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

 

Title of each class		Trading Symbol		Name of each exchange on which registered
Units, each consisting of one share of common stock and one Warrant to acquire one share of common stock		TDACU		NASDAQ Capital Market
Common stock, $0.001 par value per share		TDAC		NASDAQ Capital Market
Warrants		TDACW		NASDAQ Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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. ☐

 

 

 

Item 8.01. Other Events

 

On November 27, 2020, the Company issued a press release. The materials attached as Exhibit 99.1 are incorporated by reference herein.

 

Item 9.01. Financial Statements and Exhibits

 

Exhibit No.		Description
99.1		Press Release dated November 27, 2020

 

 

SIGNATURES

 

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: November 30, 2020
TRIDENT ACQUISITIONS CORP.
By:	/s/ Vadim Komissarov
Name:	Vadim Komissarov
Title:	Chief Executive Officer

 

 

2

 

Exhibit 99.1

 

TRIDENT ACQUISITIONS FILES PROXY SUPPLEMENT DETAILING TERMS FOR
EXTENSION OF BUSINESS COMBINATION DEADLINE

 

NEW YORK, November 27, 2020 /PRNewswire/ -- Trident Acquisitions Corp. (NASDAQ: TDACU, TDAC, TDACW) (“Trident”), a special purpose acquisition company, announced that it has filed a proxy supplement to its annual meeting proxy statement (the “Supplement”). The Supplement explains certain changes to the terms under which Trident can extend its available time to complete a business combination. If stockholders approve the amendment to Trident’s certificate of incorporation at the November 30, 2020 stockholder’s meeting (the “Annual Meeting”), which allows Trident the ability to extend the date by which it has to complete a business combination by an additional three months and with an ability to further extend for an additional three months if approved by Trident’s board of directors, Trident will be required to deposit additional funds into the trust account under the following terms:

 

●

With respect to the first month of the extension, Trident or its insiders must deposit $0.05 for each public share of common stock that has not redeemed in connection with the Annual Meeting, and such deposit must take place on or prior to December 1, 2020.

 

●

For each month of the extension thereafter, if the daily volume weighted average price of Trident’s common stock for any 10 consecutive trading days in the prior month is below $11.40 per share, as determined two (2) trading days prior to the last day of such month, Trident or its insiders are required to deposit $0.05 into Trident’s trust account for each public share of common stock that has not redeemed in connection with the Annual Meeting.

 

On November 19, 2020, Trident announced a binding letter of intent to combine with Lottery.com, a leading online platform to play the lottery from your phone, offering official state-sanctioned lottery games in the U.S. and around the world. The parties intend to execute a definitive agreement and currently anticipate closing the business combination in first quarter of 2021.

 

About Trident Acquisitions Corp.

 

Trident is a blank check company formed for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities. Trident's securities are quoted on the NASDAQ stock exchange under the ticker symbols TDACU, TDAC and TDACW. For more information, visit tridentacquisitions.com.

 

Important Notice Regarding Forward-Looking Statements

 

This press release contains statements that constitute "forward-looking statements," including the funding of the Trust Account to extend the period of time for Trident to consummate a business combination. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Trident, including those set forth in the Risk Factors section of Trident's annual report on Form 10-K for the year ended December 31, 2019, filed with the Securities and Exchange Commission ("SEC"). Copies are available on the SEC's website, www.sec.gov. Trident undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

Disclaimer

 

Trident Acquisitions Corp. and its directors, executive officers and employees and other persons may be deemed to be participants in the solicitation of proxies from the holders of Trident’s common stock at the annual meeting of stockholders scheduled for November 30,2020. Information about the proposals presented at the meeting are contained in the proxy statement, which was previously mailed to stockholders, as well as in the proxy supplement to the proxy statement. This document can be obtained free of charge from the sources indicated below.

 

Trident has mailed the definitive proxy statement and a proxy card to each stockholder entitled to vote at the meeting. INVESTORS AND SECURITY HOLDERS OF TRIDENT ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE MEETING THAT TRIDENT WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE, AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT TRIDENT AND THE PROPOSALS PRESENTED AT THE MEETING. The proxy statement and any other documents filed by Trident with the SEC, may be obtained free of charge at the SEC’s website (www.sec.gov) or at https://www.cstproxy.com/tridentacquisitions/sms2020.

 

Investor Relations Contact:

Gateway Investor Relations

Cody Slach

(949) 574-3860

TDAC@gatewayir.com