Current Report Filing (8-k)
January 27 2022 - 3:06PM
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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):
January 27, 2022
OMNICHANNEL ACQUISITION CORP.
(Exact name of registrant as specified in its charter)
Delaware
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001-39726
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85-3113789
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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First Floor West
51 John F. Kennedy Parkway
Millburn, NJ 07078
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including
area code: (908) 271-6641
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:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant
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OCA.U
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The New York Stock Exchange
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Class A common stock, par value $0.0001 per share
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OCA
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The New York Stock Exchange
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Redeemable warrants, each warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share
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OCA.WS
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The New York Stock Exchange
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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 ☒
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
January 26, 2022, Omnichannel Acquisition Corp., a Delaware corporation (“Omnichannel” or the “Company”), announced
the termination of the business combination agreement (the “Business Combination Agreement”) with Omnichannel Merger Sub,
Inc., a wholly-owned subsidiary of Omnichannel (“Merger Sub”), and Kin Insurance, Inc. (“Kin”). On January 27,
2022, as a result of the termination of the Business Combination Agreement, Omnichannel requested the withdrawal of its registration statement
on Form S-4, as amended from time to time, initially filed with the SEC on August 12, 2021, and the special meeting of Omnichannel’s
shareholders, which was scheduled to be held on February 1, 2022, for the purpose of voting on the Business Combination Agreement and
proposed transactions related thereto, will not take place.
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.
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OMNICHANNEL ACQUISITION CORP.
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By:
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/s/ Matt Higgins
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Name:
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Matt Higgins
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Title:
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Chief Executive Officer
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Date: January 27, 2022
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2
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