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Hydra Industries Acquisition Corp. – ‘8-A12B/A’ on 10/23/14

On:  Thursday, 10/23/14, at 5:41pm ET   ·   As of:  10/24/14   ·   Accession #:  1144204-14-62613   ·   File #:  1-36689

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

10/24/14  Hydra Industries Acq Corp.        8-A12B/A   10/23/14    1:25K                                    Vintage/FA

Amendment to Registration of a Class of Securities   —   Form 8-A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-A12B/A    Amendment to Registration of a Class of Securities  HTML     25K 


This is an HTML Document rendered as filed.  [ Alternative Formats ]





UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-A/A

(Amendment No. 1)

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

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

SECURITIES EXCHANGE ACT OF 1934

 

Hydra Industries Acquisition Corp.

(Exact name of registrant as specified in its charter)

 

Delaware   47-1025534
(State of incorporation or organization)  

(I.R.S. employer

identification no.)

     

 

3 Columbus Circle, 16th Floor
New York, New York 10019
(212) 520-6607

(Address of principal executive offices)

 

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

 

Title of each class   Name of each exchange on which
to be so registered   each class is to be registered
     
Units, each consisting of one share of Common Stock, one Right and one Warrant   The NASDAQ Stock Market  LLC
     
Common Stock, $0.0001 par value per share   The NASDAQ Stock Market LLC
     
Rights, exchangeable into one-tenth of one share of Common Stock   The NASDAQ Stock Market LLC
     
Warrants to purchase Common Stock   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), please check the following box. x

 

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), please check the following box. ¨

 

Securities Act registration statement file number to which this form relates: 333-198236

 

Securities to be registered pursuant to Section 12(g) of the Act: None

 



 

 
 

  

Explanatory Note

 

This Amendment No. 1 to Form 8-A amends and supplements the Registration Statement on Form 8-A originally filed by Hydra Industries Acquisition Corp., a Delaware corporation (the “Company”), with the U.S. Securities and Exchange Commission (the “SEC”) on October 14, 2014

 

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

 

The securities to be registered hereby are the units, common stock, par value $0.0001 per share, rights exchangeable into one-tenth of one share of common stock and warrants to purchase common stock of the Company. The description of the units, common stock, rights and warrants contained in the section entitled “Description of Securities” in the Company’s prospectus included in the Company’s Registration Statement on Form S-1 (File No. 333-198236) filed with the SEC on August 19, 2014, as thereafter amended and supplemented from time to time (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, as amended, and are incorporated herein by reference:

 

Exhibit

No.

  Description
 3.1    Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 (File No. 333-198236), filed with the Securities and Exchange Commission on  August 19, 2014).
     
 3.2   Form of Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1/A (File No. 333-198236), filed with the Securities and Exchange Commission on September 19, 2014).
     
3.3   Bylaws (incorporated by reference to Exhibit 3.3 to the Company’s Registration Statement on Form S-1 (File No. 333-198236), filed with the Securities and Exchange Commission on August 19, 2014).
     
 4.1    Specimen Unit Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-1/A (File No. 333-198236), filed with the Securities and Exchange Commission on October 20, 2014).
     
 4.2    Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.2 to the Company’s Registration Statement on Form S-1/A (File No. 333-198236), filed with the Securities and Exchange Commission on September 19, 2014).
     
4.3   Specimen Right Certificate (incorporated by reference to Exhibit 4.3 to the Company’s Registration Statement on Form S-1/A (File No. 333-198236), filed with the Securities and Exchange Commission on October 20, 2014).
     
 4.4    Specimen Warrant Certificate (incorporated by reference to Exhibit 4.3 to the Company’s Registration Statement on Form S-1/A (File No. 333-198236), filed with the Securities and Exchange Commission on September 19, 2014).
     

 

 
 

  

 4.5    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. 333-198236), filed with the Securities and Exchange Commission on September 19, 2014).
     
4.6   Form of Rights Agreement between Continental Stock Transfer & Trust Company and the Company (incorporated by reference to Exhibit 4.5 to the Company’s Registration Statement on Form S-1/A (File No. 333-198236), filed with the Securities and Exchange Commission on October 20, 2014).
     
10.1   Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Company (incorporated by reference to Exhibit 10.4 to the Company’s Registration Statement on Form S-1/A (File No. 333-198236), filed with the Securities and Exchange Commission on September 19, 2014).  
     
10.2   Form of Registration Rights Agreement between the Company and certain security holders (incorporated by reference to Exhibit 10.5 to the Company’s Registration Statement on Form S-1/A (File No. 333-198236), filed with the Securities and Exchange Commission on September 19, 2014).
     
10.3   Form of Contingent Forward Purchase Contract by and between the Company and MIHI LLC (incorporated by reference to Exhibit 10.12 to the Company’s Registration Statement on Form S-1 (File No. 333-198236), filed with the Securities and Exchange Commission on August 19, 2014).

 

 

 
 

  

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,  
     
  HYDRA INDUSTRIES ACQUISITION CORP.  
       
  By:   /s/ A. Lorne Weil  
    A. Lorne Weil  
    Chairman and Chief Executive Officer  

 

Dated: October 23, 2014

 

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-A12B/A’ Filing    Date    Other Filings
Filed as of:10/24/143,  8-K,  S-1/A
Filed on:10/23/14
10/20/14S-1/A
10/14/148-A12B,  S-1/A
9/19/14S-1/A
8/19/14S-1
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Filing Submission 0001144204-14-062613   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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