Mga Batayang Estadistika
CIK | 1818221 |
SEC Filings
SEC Filings (Chronological Order)
February 14, 2023 |
EQD / Equity Distribution Acquisition Corp / Anson Funds Management LP - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. |
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February 6, 2023 |
SC 13G/A 1 eqda120123.htm BANK OF MONTREAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Equity Distribution Acquisition Corp (Name of Issuer) Common (Title of Class of Securities) 29465E106 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriat |
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September 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-39520 EQUITY DISTRIBUTION ACQUISITION CORP. (Exact name of registrant a |
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September 19, 2022 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on September 30, 2022, pursuant to the provisions of Rule 12d2-2 (a). |
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August 25, 2022 |
EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11 |
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August 9, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): August 9, 2022 EQUITY DISTRIBUTION ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39520 85-1876561 (State or other jurisdiction of incor |
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August 9, 2022 |
Exhibit 99.1 For Immediate Release Equity Distribution Acquisition Corp. Will Redeem Its Public Shares and Will Not Consummate an Initial Business Combination CHICAGO (August 9, 2022) ? Equity Distribution Acquisition Corp. (EDAC, NYSE: EQD.U, EQD, EQD.WS), a special purpose acquisition company, today announced it intends to dissolve and liquidate following the provisions of its Amended and Restat |
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August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39520 EQUITY DISTRIBUTI |
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May 4, 2022 |
Table of Contents Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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February 24, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39520 EQUITY DI |
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February 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Equity Distribution Acquisition Corp (Name of Issuer) Common (Title of Class of Securities) 29465E106 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is |
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February 11, 2022 |
EXHIBIT 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. |
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February 11, 2022 |
EXHIBIT 2 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENT, that I, Michael Edward Platt, hereby make, constitute and appoint Steven Pariente, acting individually, as my agent and attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as principal of, or in other capacities with, BlueCrest Capital Management Limited, a company organized under the |
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February 11, 2022 |
EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, $0.0001 par value, of Equity Distribution Acquisition Corp, a Delaware corporation, and further agre |
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February 11, 2022 |
EQD / Equity Distribution Acquisition Corp / Anson Funds Management LP - SC 13G Passive Investment SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. |
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February 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Equity Distribution Acquisition Corp. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 29465E106 (CUSIP Number) 31 December 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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February 2, 2022 |
EQD / Equity Distribution Acquisition Corp / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 2) EQUITY DISTRIBUTION ACQUISITION CORP. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 29465E106 (CUSIP Number) DECEMBER 31, 2021 (Date of event which requires filing of this statement) Check the appropriat |
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December 22, 2021 |
Exhibit 4.2 DESCRIPTION OF SECURITIES Pursuant to our amended and restated certificate of incorporation, we are authorized to issue 500,000,000 shares of our Class A common stock and 50,000,000 shares of our Class B common stock, as well as 1,000,000 shares of preferred stock, $0.0001 par value each. The following description summarizes certain terms of our capital stock as set out more particular |
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December 22, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Comm |
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December 22, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 2) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: |
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December 13, 2021 |
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): December 9, 2021 EQUITY DISTRIBUTION ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39520 85-1876561 (State or other jurisdiction of inc |
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November 3, 2021 |
Table of Contents Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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August 6, 2021 |
Table of Contents Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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May 24, 2021 |
Exhibit 4.2 DESCRIPTION OF SECURITIES Pursuant to our amended and restated certificate of incorporation, we are authorized to issue 500,000,000 shares of our Class A common stock and 50,000,000 shares of our Class B common stock, as well as 1,000,000 shares of preferred stock, $0.0001 par value each. The following description summarizes certain terms of our capital stock as set out more particular |
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May 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-3952 |
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May 24, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: |
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May 18, 2021 |
Commission File Number 001-39520 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: March 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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May 13, 2021 |
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): May 11, 2021 EQUITY DISTRIBUTION ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39520 85-1876561 (State or other jurisdiction of incorpo |
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March 17, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39520 EQUITY DIS |
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March 17, 2021 |
Exhibit 4.2 DESCRIPTION OF SECURITIES Pursuant to our amended and restated certificate of incorporation, we are authorized to issue 500,000,000 shares of our Class A common stock and 50,000,000 shares of our Class B common stock, as well as 1,000,000 shares of preferred stock, $0.0001 par value each. The following description summarizes certain terms of our capital stock as set out more particular |
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February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Equity Distribution Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 29465E106 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate |
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January 20, 2021 |
SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) EQUITY DISTRIBUTION ACQUISITION CORP. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 29465E106 (CUSIP Number) DECEMBER 31, 2020 (Date of event which requires filing of this statement) Check t |
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December 9, 2020 |
EQD / Equity Distribution Acquisition Corp. / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 EQUITY DISTRIBUTION ACQUISITION CORP. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 29465E106 (CUSIP Number) DECEMBER 2, 2020 (Date of event which requires filing of this statement) Check the appropriate box |
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November 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001- |
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November 5, 2020 |
EX-99.1 Exhibit 99.1 Equity Distribution Acquisition Corp. Announces the Separate Trading of its Shares of Class A Common Stock and Warrants Commencing November 6, 2020 CHICAGO—(BUSINESS WIRE)—Equity Distribution Acquisition Corp. (NYSE: EQD.U) (the “Company”) announced that, commencing November 6, 2020, holders of the units sold in the Company’s initial public offering of 41,400,000 units, comple |
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November 5, 2020 |
Financial Statements and Exhibits, Other Events 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): November 5, 2020 EQUITY DISTRIBUTION ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39520 85-1876561 (State or other jurisdiction of inc |
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October 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Equity Distribution Acquisition Corp. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 29465E205** (CUSIP Number) 21 October 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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October 13, 2020 |
Equity Distribution Acquisition Corp. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Equity Distribution Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 29465E205** (CUSIP Number) September 30, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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September 24, 2020 |
Financial Statements and Exhibits, Other Events 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): September 18, 2020 EQUITY DISTRIBUTION ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39520 85-1876561 (State or other jurisdiction of incorpora |
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September 24, 2020 |
EX-99.1 Exhibit 99.1 EQUITY DISTRIBUTION ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of September 18, 2020 F-3 Notes to Balance Sheet F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and Board of Directors of Equity Distribution Acquisition Corp. Opinion on the Financial Statemen |
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September 21, 2020 |
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): September 15, 2020 EQUITY DISTRIBUTION ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39520 85-1876561 (State or other jurisdiction |
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September 21, 2020 |
Warrant Agreement between Continental Stock Transfer & Trust Company and the Company (1) EX-4.1 Exhibit 4.1 WARRANT AGREEMENT between EQUITY DISTRIBUTION ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated September 18, 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated as of September 18, 2020, is by and between Equity Distribution Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, a |
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September 21, 2020 |
EX-1.1 Exhibit 1.1 Execution Version $360,000,000 36,000,000 Units Equity Distribution Acquisition Corp. UNDERWRITING AGREEMENT September 15, 2020 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010 As Representative of the several Underwriters Ladies and Gentlemen: Equity Distribution Acquisition Corp., a Delaware corporation (the “Company”), proposes to sell to you |
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September 21, 2020 |
Administrative Services Agreement between the Company and Equity Distribution Sponsor LLC(1) EX-10.4 Exhibit 10.4 EQUITY DISTRIBUTION ACQUISITION CORP. Two North Riverside Plaza, Suite 600 Chicago, IL 60606 September 15, 2020 Equity Distribution Sponsor LLC Two North Riverside Plaza, Suite 600 Chicago, IL 60606 Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statemen |
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September 21, 2020 |
EX-10.2 Exhibit 10.2 REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND STOCKHOLDERS RIGHTS AGREEMENT (this “Agreement”) is entered into as of September 18, 2020, by Equity Distribution Acquisition Corp., a Delaware corporation (the “Company”), Equity Distribution Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the additional undersigned parties listed under |
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September 21, 2020 |
Letter Agreement between the Company and each of the Company’s directors and officers EX-10.6 Exhibit 10.6 September 18, 2020 Equity Distribution Acquisition Corp. Two North Riverside Plaza Chicago, IL 60606 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 Re: Initial Public Offering Ladies and Gentlemen: This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into |
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September 21, 2020 |
EX-10.1 Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of September 18, 2020 by and between Equity Distribution Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, No. 333-248463 (the |
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September 21, 2020 |
Amended and Restated Bylaws(1) EX-3.3 EXHIBIT 3.3 AMENDED AND RESTATED BY LAWS OF EQUITY DISTRIBUTION ACQUISITION CORP. (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the |
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September 21, 2020 |
EX-10.3 Exhibit 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of September 15, 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Equity Distribution Acquisition Corp., a Delaware corporation (the “Company”), and Equity Distribution Sponsor LLC |
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September 21, 2020 |
Amendment to Certificate of Incorporation(1) EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF EQUITY DISTRIBUTION ACQUISITION CORP. Equity Distribution Acquisition Corp., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (“DGCL”) (the “Corporation”), does hereby certify as follows: FIRST: The name of the Corporation is Equity Di |
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September 21, 2020 |
Amended and Restated Certificate of Incorporation(1) EX-3.2 Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EQUITY DISTRIBUTION ACQUISITION CORP. September 17, 2020 Equity Distribution Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is Equity Distribution Acquisition Corp. The original certificate of in |
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September 21, 2020 |
Letter Agreement, dated September 18, 2020, between the Company and Equity Distribution Sponsor LLC EX-10.5 Exhibit 10.5 September 18, 2020 Equity Distribution Acquisition Corp. Two North Riverside Plaza, Suite 600 Chicago, IL 60606 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 Re: Initial Public Offering Ladies and Gentlemen: This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) e |
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September 17, 2020 |
Equity Distribution Acquisition Corp. 36,000,000 Units 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration Nos. 333-248463 and 333-248829 PROSPECTUS Equity Distribution Acquisition Corp. $360,000,000 36,000,000 Units Equity Distribution Acquisition Corp. is a newly incorporated blank check company whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar busines |
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September 16, 2020 |
S-1MEF As filed with the Securities and Exchange Commission on September 15, 2020. |
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September 15, 2020 |
As filed with the U.S. Securities and Exchange Commission on September 14, 2020. S-1/A Table of Contents As filed with the U.S. Securities and Exchange Commission on September 14, 2020. Registration No. 333-248463 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Equity Distribution Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 6770 85-1 |
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September 15, 2020 |
Equity Distribution Acquisition Corp. Two North Riverside Plaza Suite 600 Chicago, IL 60606 September 14, 2020 VIA EDGAR Edward M. Kelly Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Re: Equity Distribution Acquisition Corp. Amendment No. 1 to Registration Statement on Form S-1 Filed on September 8, 2020 File No. 333-248463 Dear Staff: T |
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September 15, 2020 |
8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 EQUITY DISTRIBUTION ACQUISITION CORP. |
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September 14, 2020 |
CORRESP 1 filename1.htm Equity Distribution Acquisition Corp. Two North Riverside Plaza, Suite 600 Chicago, IL 60606 September 14, 2020 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Edward M. Kelly Re: Equity Distribution Acquisition Corp. Registration Statement on Form S-1 File No. 333-248463 Ladies and Gentlemen: |
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September 14, 2020 |
CORRESP September 14, 2020 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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September 8, 2020 |
Form of Amended and Restated Certificate of Incorporation.* EX-3.3 EXHIBIT 3.3 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EQUITY DISTRIBUTION ACQUISITION CORP. , 2020 Equity Distribution Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is Equity Distribution Acquisition Corp. The original certificate of incorporation |
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September 8, 2020 |
Form of Underwriting Agreement.* EX-1.1 EXHIBIT 1.1 $300,000,000 30,000,000 Units Equity Distribution Acquisition Corp. UNDERWRITING AGREEMENT [●], 2020 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010 As Representative of the several Underwriters Ladies and Gentlemen: Equity Distribution Acquisition Corp., a Delaware corporation (the “Company”), proposes to sell to you and, as applicable, to the |
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September 8, 2020 |
S-1/A Table of Contents As filed with the U.S. Securities and Exchange Commission on September 8, 2020. Registration No. 333-248463 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Equity Distribution Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 6770 85-18 |
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August 28, 2020 |
Specimen Warrant Certificate.** EX-4.3 EXHIBIT 4.3 Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW EQUITY DISTRIBUTION ACQUISITION CORP. Incorporated Under the Laws of the State of Delaware CUSIP Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is |
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August 28, 2020 |
Consent of director nominee (Ellen Havdala)** EX-99.3 Exhibit 99.3 CONSENT OF ELLEN HAVDALA Equity Distribution Acquisition Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being |
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August 28, 2020 |
Form of Amended and Restated Certificate of Incorporation.** EX-3.3 EXHIBIT 3.3 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EQUITY DISTRIBUTION ACQUISITION CORP. , 2020 Equity Distribution Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is Equity Distribution Acquisition Corp. The original certificate of incorporation |
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August 28, 2020 |
Securities Subscription Agreement, dated July 14, 2020, between the Registrant and the Sponsor.** EX-10.7 Exhibit 10.7 Equity Distribution Acquisition Corp. Two North Riverside Plaza, Suite 600 Chicago, IL 60606 July 14, 2020 Equity Distribution Sponsor LLC Two North Riverside Plaza, Suite 600 Chicago, IL 60606 RE: Securities Subscription Agreement Ladies and Gentlemen: We are pleased to accept the offer Equity Distribution Sponsor LLC (the “Subscriber” or “you”) has made to purchase 14,375,00 |
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August 28, 2020 |
Form of Letter Agreement between the Registrant and the Sponsor.** EX-10.8 EXHIBIT 10.8 , 2020 Equity Distribution Acquisition Corp. Two North Riverside Plaza, Suite 600 Chicago, IL 60606 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 Re: Initial Public Offering Ladies and Gentlemen: This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into |
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August 28, 2020 |
Amendment to Certificate of Incorporation.** EX-3.2 EXHIBIT 3.2 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF EQUITY DISTRIBUTION ACQUISITION CORP. Equity Distribution Acquisition Corp., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (“DGCL”) (the “Corporation”), does hereby certify as follows: FIRST: The name of the Corporation is Equity Di |
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August 28, 2020 |
Consent of director nominee (William A. Galvin)** EX-99.1 Exhibit 99.1 CONSENT OF WILLIAM A. GALVIN Equity Distribution Acquisition Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to be |
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August 28, 2020 |
EX-10.2 EXHIBIT 10.2 STOCKHOLDERS AND REGISTRATION RIGHTS AGREEMENT THIS STOCKHOLDERS AND REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of , 2020, by Equity Distribution Acquisition Corp., a Delaware corporation (the “Company”), and Equity Distribution Sponsor LLC, a Delaware limited liability company (the “Sponsor” together with any person or entity who hereafter becomes a p |
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August 28, 2020 |
EX-10.1 EXHIBIT 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of , 2020 by and between Equity Distribution Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, No. 333- (the “Registration Stat |
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August 28, 2020 |
Promissory Note, dated July 14, 2020, issued to the Sponsor.** EX-10.6 Exhibit 10.6 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE |
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August 28, 2020 |
Form of Amended and Restated Bylaws.** EX-3.5 EXHIBIT 3.5 AMENDED AND RESTATED BY LAWS OF EQUITY DISTRIBUTION ACQUISITION CORP. (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the |
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August 28, 2020 |
Consent of director nominee (Robert W. Grubbs)** EX-99.2 Exhibit 99.2 CONSENT OF ROBERT W. GRUBBS Equity Distribution Acquisition Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to bei |
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August 28, 2020 |
Specimen Class A Common Stock Certificate.** EX-4.2 EXHIBIT 4.2 SPECIMEN CLASS A COMMON STOCK CERTIFICATE NUMBER SHARES EQUITY DISTRIBUTION ACQUISITION CORP. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STOCK OF EQUITY DISTRIBUTION ACQUISITION CO |
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August 28, 2020 |
EX-4.1 EXHIBIT 4.1 SPECIMEN UNIT CERTIFICATE NUMBER UNITS U- Equity Distribution Acquisition Corp. SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP UNITS CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE-THIRD OF ONE REDEEMABLE WARRANT TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of Class A common stock, par value $0.0 |
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August 28, 2020 |
BYLAWS EQUITY DISTRIBUTION ACQUISITION CORP. a Delaware corporation ARTICLE I EX-3.4 Exhibit 3.4 Effective as of July 14, 2020 BYLAWS OF EQUITY DISTRIBUTION ACQUISITION CORP. a Delaware corporation ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be located at 1209 Orange Street, Wilmington, New Castle County, Delaware 19801. The name of the corporation’s registered agent at such address shall be Corpora |
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August 28, 2020 |
Form of Indemnity Agreement.** EX-10.4 EXHIBIT 10.4 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2020, by and between Equity Distribution Acquisition Corp., a Delaware corporation (the “Company”), and (the “Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provide |
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August 28, 2020 |
Consent of director nominee (Bill Simon)** EX-99.4 Exhibit 99.4 CONSENT OF BILL SIMON Equity Distribution Acquisition Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being nam |
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August 28, 2020 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.** EX-4.4 EXHIBIT 4.4 WARRANT AGREEMENT between EQUITY DISTRIBUTION ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated , 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2020, is by and between Equity Distribution Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such |
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August 28, 2020 |
Consent of director nominee (Charles Swoboda)** EX-99.5 Exhibit 99.5 CONSENT OF CHARLES SWOBODA Equity Distribution Acquisition Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto, the “Registration Statement”) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to bein |
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August 28, 2020 |
Certificate of Incorporation.** EX-3.1 EXHIBIT 3.1 CERTIFICATE OF INCORPORATION OF EQUITY DISTRIBUTION ACQUISITION CORP. ARTICLE ONE The name of the corporation is Equity Distribution Acquisition Corp. (hereinafter called the “Corporation”). ARTICLE TWO The address of the Corporation’s registered office in the State of Delaware is 1209 Orange Street, in the City of Wilmington, New Castle County, Delaware 19801. The name of its r |
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August 28, 2020 |
S-1 Table of Contents As filed with the U.S. Securities and Exchange Commission on August 28, 2020. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Equity Distribution Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 6770 85-1876561 (State or other jurisdi |
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August 28, 2020 |
EX-10.9 EXHIBIT 10.9 , 2020 Equity Distribution Acquisition Corp. Two North Riverside Plaza Chicago, IL 60606 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 Re: Initial Public Offering Ladies and Gentlemen: This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and betw |
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August 28, 2020 |
Form of Administrative Services Agreement.** EX-10.5 EXHIBIT 10.5 EQUITY DISTRIBUTION ACQUISITION CORP. Two North Riverside Plaza, Suite 600 Chicago, IL 60606 , 2020 Equity Distribution Sponsor LLC Two North Riverside Plaza, Suite 600 Chicago, IL 60606 Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the |
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August 28, 2020 |
Form of Private Placement Warrants Purchase Agreement between the Registrant and the Sponsor.** EX-10.3 EXHIBIT 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of , 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Equity Distribution Acquisition Corp., a Delaware corporation (the “Company”), and Equity Distribution Sponsor LLC, a Delaware |
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July 24, 2020 |
DRS Table of Contents This is a confidential draft submission to the U.S. Securities and Exchange Commission on July 24, 2020 and is not being filed under the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Equity Distribution Acquisition Corp. (Exact n |