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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Spartacus Acquisition Corp - Class A
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 14, 2022 |
TMTS / TERWIN MORTGAGE TRUST TMTS 2003 6HE A3 / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Spartacus Acquisition Corp (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 84677L109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| February 11, 2022 |
TMTS / TERWIN MORTGAGE TRUST TMTS 2003 6HE A3 / Beryl Capital Management LLC Passive Investment SC 13G/A 1 tmts13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Spartacus Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 84677L109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the |
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| November 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) * Spartacus Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 84677L109 & 84677L208 (CUSIP Number) October 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursua |
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| November 8, 2021 |
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 001-39622 Spartacus Acquisition Corporation (now known as NextNav Acquisitio |
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| October 28, 2021 |
Submission of Matters to a Vote of Security Holders, 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): October 27, 2021 SPARTACUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39622 85-2541583 (State or other jurisdiction of incorporation) |
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| October 26, 2021 |
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, 2021 OR ? 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: 001-39622 Spart |
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| October 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| September 28, 2021 |
DEFA14A 1 ea148002-defa14aspartacus.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Com |
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| September 17, 2021 |
TMTS / TERWIN MORTGAGE TRUST TMTS 2003 6HE A3 / Beryl Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Spartacus Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 84677L109 (CUSIP Number) September 7, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig |
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| September 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| September 16, 2021 |
Filed by Spartacus Acquisition Shelf Corp. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Spartacus Acquisition Corporation (Commission File No. 001-39622) Conference Title: NextNav Investor Day Date: September 14th 2021 Gillian Smith: Good morning and good afternoon, e |
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| September 14, 2021 |
Filed by Spartacus Acquisition Shelf Corp. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Spartacus Acquisition Corporation (Commission File No. 001-39622) Welcome to Next Generation GPS Dan Hight Vice President of Business Development and Partnerships Addressable Marke |
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| August 16, 2021 |
Filed by Spartacus Acquisition Shelf Corp. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Spartacus Acquisition Corporation (Commission File No. 001-39622) Company Name: NextNav LLC Event: Oppenheimer?s Virtual 24th Annual Technology, Internet & Communications Conferenc |
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| July 30, 2021 |
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, 2021 OR ? 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: 001-39622 Spartacus |
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| June 30, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Spartacus Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Secu |
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| June 24, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Spartacus Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 84677L109 (CUSIP Number) June 14, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the |
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| June 16, 2021 |
Filed by Spartacus Acquisition Shelf Corp. 425 1 ea142793-425spartacqshelf.htm FORM 425 Filed by Spartacus Acquisition Shelf Corp. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Spartacus Acquisition Corporation (Commission File No. 001-39622) Yahoo Finance’s Brian Sozzi, Myles Udland, and Julie Hyman speak with |
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| June 10, 2021 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER dated as of June 9, 2021 by and among NEXTNAV, LLC, NEXTNAV HOLDINGS, LLC, SPARTACUS ACQUISITION CORPORATION, SPARTACUS ACQUISITION SHELF CORP. and THE OTHER PARTIES HERETO TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 4 1.01 Certain Definitions 4 1.02 Interpretation. 23 1.03 Equitable Adjustments 25 Article II THE MERGERS; CLOSING 25 2.01 Closing Da |
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| June 10, 2021 |
Form of Registration Rights Agreement(3) Exhibit 10.1 FORM OF REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among NextNav Inc. (f/k/a Spartacus Acquisition Shelf Corp.), a Delaware corporation (the ?Company?), B. Riley Principal Investments, LLC, a Delaware limited liability company (?B. Riley?), Spartacus Sponsor LLC, a Delaware limited liabili |
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| June 10, 2021 |
Exhibit 99.1 Welcome to Next Generation GPS Disclaimer and Cautionary Note Regarding Forward - looking Statements This presentation (together with oral statements made in connection herewith, this ? Presentation ?) contains selected confidential information about NextNav, LLC (? NextNav ?) and Spartacus Acquisition Corporation (? Spartacus ?). By participating in this Presentation, you expressly a |
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| June 10, 2021 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER dated as of June 9, 2021 by and among NEXTNAV, LLC, NEXTNAV HOLDINGS, LLC, SPARTACUS ACQUISITION CORPORATION, SPARTACUS ACQUISITION SHELF CORP. and THE OTHER PARTIES HERETO TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 4 1.01 Certain Definitions 4 1.02 Interpretation. 23 1.03 Equitable Adjustments 25 Article II THE MERGERS; CLOSING 25 2.01 Closing Da |
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| June 10, 2021 |
Form of Registration Rights Agreement Exhibit 10.1 FORM OF REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among NextNav Inc. (f/k/a Spartacus Acquisition Shelf Corp.), a Delaware corporation (the ?Company?), B. Riley Principal Investments, LLC, a Delaware limited liability company (?B. Riley?), Spartacus Sponsor LLC, a Delaware limited liabili |
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| June 10, 2021 |
Form of Registration Rights Agreement Exhibit 10.1 FORM OF REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among NextNav Inc. (f/k/a Spartacus Acquisition Shelf Corp.), a Delaware corporation (the ?Company?), B. Riley Principal Investments, LLC, a Delaware limited liability company (?B. Riley?), Spartacus Sponsor LLC, a Delaware limited liabili |
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| June 10, 2021 |
Form of PIPE Subscription Agreement Exhibit 10.2 FORM OF SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into on [?], 2021, by and among Spartacus Acquisition Corporation, a Delaware corporation (the ?Issuer?), the subscriber party set forth on the signature page hereto (?Subscriber?), and Spartacus Acquisition Shelf Corp., a Delaware corporation (?Holdings?). WHEREAS, the Issuer is conc |
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| June 10, 2021 |
Form of PIPE Subscription Agreement Exhibit 10.2 FORM OF SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into on [?], 2021, by and among Spartacus Acquisition Corporation, a Delaware corporation (the ?Issuer?), the subscriber party set forth on the signature page hereto (?Subscriber?), and Spartacus Acquisition Shelf Corp., a Delaware corporation (?Holdings?). WHEREAS, the Issuer is conc |
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| June 10, 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): June 9, 2021 SPARTACUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39622 85-2541583 (State or other jurisdiction of incorporati |
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| June 10, 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): June 9, 2021 SPARTACUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39622 85-2541583 (State or other jurisdiction of incorporati |
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| June 10, 2021 |
NextNav/Spartacus Transaction Announcement Exhibit 99.3 NextNav/Spartacus Transaction Announcement June 10, 2021 Corporate Speakers: ? Neil Subin; Spartacus Acquisition Corporation; Representative of Spartacus ? Gary Parsons; NextNav; Chairman PRESENTATION Operator Opening Remarks: Welcome to the NextNav and Spartacus Acquisition Corporation business combination conference call. Before we begin, I would like to note that the information di |
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| June 10, 2021 |
Exhibit 99.1 Welcome to Next Generation GPS Disclaimer and Cautionary Note Regarding Forward - looking Statements This presentation (together with oral statements made in connection herewith, this ? Presentation ?) contains selected confidential information about NextNav, LLC (? NextNav ?) and Spartacus Acquisition Corporation (? Spartacus ?). By participating in this Presentation, you expressly a |
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| June 10, 2021 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER dated as of June 9, 2021 by and among NEXTNAV, LLC, NEXTNAV HOLDINGS, LLC, SPARTACUS ACQUISITION CORPORATION, SPARTACUS ACQUISITION SHELF CORP. and THE OTHER PARTIES HERETO TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 4 1.01 Certain Definitions 4 1.02 Interpretation. 23 1.03 Equitable Adjustments 25 Article II THE MERGERS; CLOSING 25 2.01 Closing Da |
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| June 10, 2021 |
Form of PIPE Subscription Agreement(3) Exhibit 10.2 FORM OF SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into on [?], 2021, by and among Spartacus Acquisition Corporation, a Delaware corporation (the ?Issuer?), the subscriber party set forth on the signature page hereto (?Subscriber?), and Spartacus Acquisition Shelf Corp., a Delaware corporation (?Holdings?). WHEREAS, the Issuer is conc |
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| June 10, 2021 |
Exhibit 99.2 NextNav, a Leader in Next Generation GPS, to Combine with Spartacus Acquisition Corporation Resulting in NextNav Becoming a Public Company ? Gary Parsons, former Chairman of the Board for Sirius XM Radio, to serve as Chairman of the Board of NextNav; leading world-class Management Team and Board of Directors ? NextNav equity holders will roll 100% of their existing equity holdings int |
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| June 10, 2021 |
Exhibit 99.2 NextNav, a Leader in Next Generation GPS, to Combine with Spartacus Acquisition Corporation Resulting in NextNav Becoming a Public Company ? Gary Parsons, former Chairman of the Board for Sirius XM Radio, to serve as Chairman of the Board of NextNav; leading world-class Management Team and Board of Directors ? NextNav equity holders will roll 100% of their existing equity holdings int |
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| June 10, 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): June 9, 2021 SPARTACUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39622 85-2541583 (State or other jurisdiction of incorporati |
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| June 10, 2021 |
Exhibit 99.2 NextNav, a Leader in Next Generation GPS, to Combine with Spartacus Acquisition Corporation Resulting in NextNav Becoming a Public Company ? Gary Parsons, former Chairman of the Board for Sirius XM Radio, to serve as Chairman of the Board of NextNav; leading world-class Management Team and Board of Directors ? NextNav equity holders will roll 100% of their existing equity holdings int |
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| June 10, 2021 |
NextNav/Spartacus Transaction Announcement Exhibit 99.3 NextNav/Spartacus Transaction Announcement June 10, 2021 Corporate Speakers: ? Neil Subin; Spartacus Acquisition Corporation; Representative of Spartacus ? Gary Parsons; NextNav; Chairman PRESENTATION Operator Opening Remarks: Welcome to the NextNav and Spartacus Acquisition Corporation business combination conference call. Before we begin, I would like to note that the information di |
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| June 10, 2021 |
NextNav/Spartacus Transaction Announcement Exhibit 99.3 NextNav/Spartacus Transaction Announcement June 10, 2021 Corporate Speakers: ? Neil Subin; Spartacus Acquisition Corporation; Representative of Spartacus ? Gary Parsons; NextNav; Chairman PRESENTATION Operator Opening Remarks: Welcome to the NextNav and Spartacus Acquisition Corporation business combination conference call. Before we begin, I would like to note that the information di |
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| June 10, 2021 |
Exhibit 99.1 Welcome to Next Generation GPS Disclaimer and Cautionary Note Regarding Forward - looking Statements This presentation (together with oral statements made in connection herewith, this ? Presentation ?) contains selected confidential information about NextNav, LLC (? NextNav ?) and Spartacus Acquisition Corporation (? Spartacus ?). By participating in this Presentation, you expressly a |
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| May 21, 2021 |
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 OR ? 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: 001-39622 Spartacus |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response............ 2.50 SEC FILE NUMBER 001-39622 CUSIP NUMBER 84677L109 (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: |
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| May 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A (Amendment No. |
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| May 5, 2021 |
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): May 4, 2021 SPARTACUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39622 85-2541583 (State or other jurisdiction of (Commission (I.R.S. |
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| March 24, 2021 |
Description of the Company’s Registered Securities.* Exhibit 4.2 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of December 31, 2020, Spartacus Acquisition Corporation (?we,? ?our,? ?us? or the ?Company?) had the following three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) its Class A c |
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| March 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 OR ? 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: 001-39622 SPARTACUS ACQUISITION CORPoration (Exact name of registrant as specified in its charter) Delaware 84-2541583 (State or other jurisdiction of (I. |
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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 Spartacus Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 84577L109 (CUSIP Number) December 31, 2020 (Date of Event which requires filing of this Statement) Check the appropriate box to designate the |
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| February 16, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Spartacus Acquisition Corp (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 84677L109 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi |
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| February 12, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Spartacus Acquisition Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 84677L109 (CUSIP Number) December 31, 2020 (Date of Event which Requires Fili |
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| January 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) * Spartacus Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 84677L109 & 84677L208 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursua |
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| November 20, 2020 |
Quarterly Report - QUARTERLY REPORT 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 OR ☐ 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: 001-39622 Spart |
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| November 6, 2020 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Spartacus Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Secu |
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| October 29, 2020 |
Joint Filing Agreement, dated October 29, 2020. Exhibit 10.6 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 13D, including all amendments thereto, with respect to the shares of Class A Common Stock, par value $0.0001 per share, of Spartacus Acquisition Corporation, and further agree that |
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| October 29, 2020 |
Financial Statements and Exhibits, Other Events - CURRENT REPORT 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): October 29, 2020 Spartacus Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-39622 85-2541583 (State or other jurisdiction of incorporation) |
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| October 29, 2020 |
Exhibit 99.1 Spartacus Acquisition Corporation Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing November 2, 2020 NEW YORK, NY, October 29, 2020 (GLOBE NEWSWIRE) - Spartacus Acquisition Corporation (the “Company” or “TMTS”) announced that, commencing November 2, 2020, holders of the units sold in the Company’s initial public offering may elect to separately trade |
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| October 29, 2020 |
TMTS / TERWIN MORTGAGE TRUST TMTS 2003 6HE A3 / SUBIN NEIL S - SCHEDULE 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Spartacus Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Secur |
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| October 23, 2020 |
Financial Statements and Exhibits, Other Events - CURRENT REPORT 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): October 19, 2020 Spartacus Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-39622 85-2541583 (State or other jurisdiction of incorporation) |
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| October 23, 2020 |
SPARTACUS ACQUISITION CORPORATION INDEX TO BALANCE SHEET Exhibit 99.1 SPARTACUS ACQUISITION CORPORATION INDEX TO BALANCE SHEET Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Balance Sheet F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Spartacus Acquisition Corporation Opinion on the Financial Statement We have audited the accompanying balance shee |
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| October 21, 2020 |
Spartacus Acquisition Corporation Announces Pricing of $250,000,000 Initial Public Offering Exhibit 99.1 Spartacus Acquisition Corporation Announces Pricing of $250,000,000 Initial Public Offering New York, NY, October 15, 2020 (GLOBE NEWSWIRE) - Spartacus Acquisition Corporation (the “Company”) announced today that it priced its initial public offering of 25,000,000 units, at $10.00 per unit. The units will be listed on the Nasdaq Capital Market (“Nasdaq”) and will begin trading, Thursd |
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| October 21, 2020 |
Exhibit 10.3 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of October 15, 2020, is made and entered into by and among Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), B. Riley Principal Investments, LLC (“B. Riley”) and Spartacus Sponsor LLC, a Delaware limited liability company (the “Sponsor” |
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| October 21, 2020 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of October 15, 2020, by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. |
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| October 21, 2020 |
Amended and Restated Certificate of Incorporation of Spartacus Acquisition Corporation.(1) Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SPARTACUS ACQUISITION CORPORATION October 15, 2020 Spartacus Acquisition Corporation, 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 “Spartacus Acquisition Corporation”. The original certificate of incorporation of the |
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| October 21, 2020 |
Exhibit 1.1 20,000,000 Units1 Spartacus Acquisition Corporation UNDERWRITING AGREEMENT October 15, 2020 B. Riley Securities, Inc. 299 Park Avenue New York, NY 10171 As Representative of the several Underwriters Ladies and Gentlemen: Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), proposes to sell to you and, as applicable, to the several underwriters named in Schedule I |
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| October 21, 2020 |
Exhibit 10.6 PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of October 15, 2020 (as it may from time to time be amended, this “Agreement”), is entered into by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”) and B. Riley Principal Investments, LLC, a Delaware limited liability company (the “Purchaser”). |
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| October 21, 2020 |
Exhibit 10.5 PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of October 15, 2020 (as it may from time to time be amended, this “Agreement”), is entered into by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”) and Spartacus Sponsor LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS: The |
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| October 21, 2020 |
Exhibit 10.1 October 15, 2020 Spartacus Acquisition Corporation 6470 E Johns Crossing, Suite 490 Duluth, GA 30097 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Spartacus Acquisition Corporation, a Delaware corporation (the “Compa |
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| October 21, 2020 |
Spartacus Acquisition Corporation Announces Closing of $200,000,000 Initial Public Offering Exhibit 99.2 Spartacus Acquisition Corporation Announces Closing of $200,000,000 Initial Public Offering New York, NY, October 19, 2020 (GLOBE NEWSWIRE) – Spartacus Acquisition Corporation (NASDAQ: TMTSU) (the “Company”) announced today that it closed its initial public offering of 20,000,000 units. The offering was priced at $10.00 per unit, resulting in gross proceeds of $200,000,000. The Compan |
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| October 21, 2020 |
Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of October 15, 2020, is by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Company is engaged in an initi |
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| October 21, 2020 |
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): October 15, 2020 Spartacus Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-39622 85-2541583 (State or other jurisdiction of incorporation) |
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| October 21, 2020 |
Exhibit 10.4 SPARTACUS ACQUISITION CORPORATION 6470 E Johns Crossing, Suite 490 Duluth, GA 30097 October 15, 2020 Spartacus Acquisition Corporation 6470 E Johns Crossing, Suite 490 Duluth, GA 30097 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Spartacus Acquisition Corporation (the “Company”) and Spartacus Sponsor LLC (the “Sponsor”), dated as of t |
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| October 19, 2020 |
$200,000,000 Spartacus Acquisition Corporation 20,000,000 Units PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No. 333-249100 $200,000,000 Spartacus Acquisition Corporation 20,000,000 Units Spartacus Acquisition Corporation is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we |
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| October 15, 2020 |
Spartacus Acquisition Corporation 6470 E Johns Crossing, Suite 490 Duluth, GA 30097 October 15, 2020 VIA EDGAR U. |
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| October 15, 2020 |
- FOR REGISTRATION OF CERTAIN CLASSES 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 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 SPARTACUS ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 85-2541583 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 6470 E J |
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| October 15, 2020 |
October 15, 2020 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| October 14, 2020 |
Exhibit 10.6 PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [], 2020 (as it may from time to time be amended, this “Agreement”), is entered into by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”) and Spartacus Sponsor LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS: The Company |
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| October 14, 2020 |
As filed with the U.S. Securities and Exchange Commission on October 14, 2020. Registration No. 333-249100 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Spartacus Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 6770 85-2541583 (State or other jurisdi |
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| October 14, 2020 |
Form of Letter Agreement among the Registrant and our officers, directors and Spartacus Sponsor LLC* Exhibit 10.1 [], 2020 Spartacus Acquisition Corporation 6470 E Johns Crossing, Suite 490 Duluth, GA 30097 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), an |
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| October 14, 2020 |
Form of Underwriting Agreement* Exhibit 1.1 25,000,000 Units1 Spartacus Acquisition Corporation UNDERWRITING AGREEMENT [●], 2020 B. Riley Securities, Inc. 299 Park Avenue New York, NY 10171 As Representative of the several Underwriters Ladies and Gentlemen: Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), proposes to sell to you and, as applicable, to the several underwriters named in Schedule I hereto |
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| October 14, 2020 |
Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [], 2020, is by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Company is engaged in an initial publi |
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| October 14, 2020 |
Exhibit 10.4 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [], 2020, is made and entered into by and among Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), B. Riley Principal Investments, LLC (“B. Riley”) and Spartacus Sponsor LLC, a Delaware limited liability company (the “Sponsor”; togeth |
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| October 14, 2020 |
Exhibit 10.7 PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [], 2020 (as it may from time to time be amended, this “Agreement”), is entered into by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”) and B. Riley Principal Investments, LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS |
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| October 13, 2020 |
Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [], 2020, is by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Company is engaged in an initial publi |
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| October 13, 2020 |
VIA EDGAR October 13, 2020 U.S. Securities & Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, NE Washington, D.C. 20549 Attn: Asia Timmons-Pierce Re: Spartacus Acquisition Corporation Pre-effective Amendment No. 1 to Registration Statement on Form S-1 Filed October 9, 2020 CIK 0001822553 Dear Ms. Timmons-Pierce, Spartacus Acquisition Corporation ( |
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| October 13, 2020 |
As filed with the U.S. Securities and Exchange Commission on October 13, 2020. Registration No. 333-249100 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 Spartacus Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 6770 85-2541583 (State or other jurisdi |
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| October 9, 2020 |
Form of Amended and Restated Certificate of Incorporation** Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SPARTACUS ACQUISITION CORPORATION [], 2020 Spartacus Acquisition Corporation, 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 “Spartacus Acquisition Corporation”. The original certificate of incorporation of the Corpora |
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| October 9, 2020 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [], 2020, by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333-249 |
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| October 9, 2020 |
Exhibit 10.6 PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [], 2020 (as it may from time to time be amended, this “Agreement”), is entered into by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”) and Spartacus Sponsor LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS: The Company |
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| October 9, 2020 |
Form of Administrative Support Agreement by and between the Registrant and Spartacus Sponsor LLC** Exhibit 10.9 SPARTACUS ACQUISITION CORPORATION 6470 E Johns Crossing, Suite 490 Duluth, GA 30097 [], 2020 Spartacus Acquisition Corporation 6470 E Johns Crossing, Suite 490 Duluth, GA 30097 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Spartacus Acquisition Corporation (the “Company”) and Spartacus Sponsor LLC (the “Sponsor”), dated as of the date |
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| October 9, 2020 |
Exhibit 14 CODE OF ETHICS OF SPARTACUS ACQUISITION CORPORATION 1. Introduction The Board of Directors (the “Board”) of Spartacus Acquisition Corporation has adopted this code of ethics (this “Code”), as amended from time to time by the Board and which is applicable to all of the Company’s directors, officers and employees to: ● promote honest and ethical conduct, including the ethical handling of |
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| October 9, 2020 |
Form of Compensation Committee Charter** Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF SPARTACUS ACQUISITION CORPORATION I. PURPOSE OF THE COMMITTEE The purposes of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Spartacus Acquisition Corporation (the “Company”) shall be to oversee the Company’s compensation and employee benefit plans and practices, including its e |
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| October 9, 2020 |
Power of Attorney (included on signature page)** As filed with the U.S. Securities and Exchange Commission on October 9, 2020. Registration No. 333-249100 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 Spartacus Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 6770 85-2541583 (State or other jurisdic |
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| October 9, 2020 |
Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [], 2020, is by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Company is engaged in an initial publi |
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| October 9, 2020 |
Form of Underwriting Agreement* Exhibit 1.1 25,000,000 Units1 Spartacus Acquisition Corporation UNDERWRITING AGREEMENT [●], 2020 B. Riley Securities, Inc. 299 Park Avenue New York, NY 10171 As Representative of the several Underwriters Ladies and Gentlemen: Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), proposes to sell to you and, as applicable, to the several underwriters named in Schedule I hereto |
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| October 9, 2020 |
Exhibit 10.8 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [], 2020, by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), and (“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 provided with |
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| October 9, 2020 |
Exhibit 10.4 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [], 2020, is made and entered into by and among Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), B. Riley Principal Investments, LLC (“B. Riley”) and Spartacus Sponsor LLC, a Delaware limited liability company (the “Sponsor”; togeth |
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| October 9, 2020 |
Specimen Class A Common Stock Certificate** Exhibit 4.2 NUMBER NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP US84677L1098 SPARTACUS ACQUISITION CORPORATION INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK 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 SPARTACUS ACQUISITION CORPORATION (THE “COMPANY”) transferable o |
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| October 9, 2020 |
Exhibit 10.7 PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [], 2020 (as it may from time to time be amended, this “Agreement”), is entered into by and between Spartacus Acquisition Corporation, a Delaware corporation (the “Company”) and B. Riley Principal Investments, LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS |
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| October 9, 2020 |
Form of Audit Committee Charter** Exhibit 99.1 SPARTACUS ACQUISITION CORPORATION AUDIT COMMITTEE CHARTER 1. STATUS The Audit Committee (the “Committee”) is a committee of the Board of Directors (the “Board”) of Spartacus Acquisition Corporation (the “Company”). 2. PURPOSE The Committee is appointed by the Board for the primary purposes of: ● Performing the Board’s oversight responsibilities as they relate to the Company’s accounti |
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| October 9, 2020 |
Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 84677L208 SPARTACUS ACQUISITION CORPORATION UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE HALF OF ONE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER 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 |
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| October 9, 2020 |
Specimen Warrant Certificate** 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 SPARTACUS ACQUISITION CORPORATION Incorporated Under the Laws of the State of Delaware CUSIP 84677L117 Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is |
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| October 9, 2020 |
Exhibit 10.1 [], 2020 Spartacus Acquisition Corporation 6470 E Johns Crossing, Suite 490 Duluth, GA 30097 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), an |
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| September 28, 2020 |
VIA EDGAR September 28, 2020 U.S. Securities & Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, NE Washington, D.C. 20549 Attn: Melinda J. Hooker Re: Spartacus Acquisition Corporation Draft Registration Statement on Form S-1 Submitted August 31, 2020 CIK 0001822553 Dear Ms. Hooker, Spartacus Acquisition Corporation (the ?Company,? ?we? or ?our?) h |
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| September 28, 2020 |
Consent of Shelly C. Lombard.** Exhibit 99.6 Consent to be Named as a Director Nominee In connection with the filing by Spartacus Acquisition Corporation of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of by S |
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| September 28, 2020 |
Exhibit 3.3 BY LAWS OF Spartacus ACQUISITION CORPORATION (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 Corporation’s registered agent |
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| September 28, 2020 |
Exhibit 10.5 Spartacus Acquisition Corporation 6470 E Johns Crossing, Suite 490, Duluth, GA 30097 August 28, 2020 Spartacus Sponsor LLC 6470 E Johns Crossing, Suite 490, Duluth, GA 30097 RE: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the “Agreement”) is entered into on August 28, 2020 by and between Spartacus Sponsor LLC, a Delaware limited liability company (the “Subs |
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| September 28, 2020 |
Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by Spartacus Acquisition Corporation of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of by S |
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| September 28, 2020 |
Certificate of Incorporation** Exhibit 3.1 CERTIFICATE OF INCORPORATION OF SPARTACUS ACQUISITION CORPORATION August 10, 2020 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the “Certificate”), and does hereby certify as follows: ARTICLE I NAME The name of the corporation is Spartacus Acquisition Corporation (the “C |
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| September 28, 2020 |
Registration Statement - REGISTRATION STATEMENT As filed with the U.S. Securities and Exchange Commission on September 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 Spartacus Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 6770 85-2541583 (State or other jurisdiction of incorporation |
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| September 28, 2020 |
Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by Spartacus Acquisition Corporation of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of by S |
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| September 28, 2020 |
Consent of Skyler C. Wichers.** Exhibit 99.7 Consent to be Named as a Director Nominee In connection with the filing by Spartacus Acquisition Corporation of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of by S |
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| September 28, 2020 |
Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by Spartacus Acquisition Corporation of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of by S |
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| September 28, 2020 |
Promissory Note, dated August 20, 2020, issued to Spartacus Sponsor LLC** Exhibit 10.2 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 COMPANY |
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| August 31, 2020 |
This confidential draft submission is being submitted confidentially to the U.S. Securities and Exchange Commission on August 31, 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 Spartacus Acquisition Corporation (Ex |
