Mga Batayang Estadistika
| CIK | 1815302 |
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 Yucaipa Acquisition Corporation Units, each consisting of one Class A ordinary share and one-third o
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 |
YAC / Yucaipa 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) YUCAIPA ACQUISITION CORPORATION (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G9879L105 (CUSIP Number) DECEMBER 31, 2021 (Date of event which requires filing of this statement) Check the appropriate b |
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| December 28, 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: 001-39422 Yucaipa Acquisition Corporation (Exact name of registrant as spec |
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| December 20, 2021 |
YAC / Yucaipa Acquisition Corp / Yucaipa Acquisition Manager, LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1 - Exit Filing)* Yucaipa Acquisition Corporation (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G9879L 105 (CUSIP Number) December 14, 2021 (Date of Event Which Requires Filing of this Statement) Check |
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| December 15, 2021 |
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 December 27, 2021, pursuant to the provisions of Rule 12d2-2 (a). |
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| December 13, 2021 |
Exhibit 99.1 Yucaipa Acquisition Corporation Shareholders Approve Business Combination Transaction with SIGNA Sports United Berlin, Germany and Los Angeles, California (December 13, 2021) ? Yucaipa Acquisition Corporation (NYSE: YAC) (?Yucaipa?), a publicly-traded special purpose acquisition company led by Chairman and President Ron Burkle and CFO and COO Ira Tochner, and SIGNA Sports United (?SSU |
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| December 13, 2021 |
425 1 d179255d425.htm 425 Filed by Signa Sports United B.V. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Yucaipa Acquisition Corp. Commission File No.: 001-39422 Date: December 13, 2021 Yucaipa Acquisition Corporation Shareholders Approve Business Combination Transaction with SIGNA Sports U |
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| December 13, 2021 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 13, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| December 10, 2021 |
EX-99.1 2 d265990dex991.htm EX-99.1 Exhibit 99.1 SIGNA Sports United Expects to Close Business Combination with Yucaipa Acquisition Corporation on December 14, 2021 • SIGNA Sports United and Yucaipa Acquisition Corporation to complete their business combination, subject to YAC shareholder approval • An extraordinary general meeting of Yucaipa Acquisition Corporation scheduled for December 13, 2021 |
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| December 10, 2021 |
425 1 d249712d425.htm 425 Filed by Signa Sports United B.V. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Yucaipa Acquisition Corp. Commission File No.: 001-39422 Date: December 10, 2021 SIGNA Sports United Expects to Close Business Combination with Yucaipa Acquisition Corporation on Decembe |
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| December 10, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 10, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| December 6, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 3, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| December 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 3, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| December 6, 2021 |
EX-10.1 2 d175933dex101.htm EX-10.1 Exhibit 10.1 DATED 4 DECEMBER 2021 VARIATION AGREEMENT between SIGNA SPORTS UNITED GMBH and BRIDGEPOINT ADVISERS LIMITED and HUW CRWYS-WILLIAMS This agreement is dated 4 December 2021 Parties (1) SIGNA SPORTS UNITED GMBH, incorporated in Germany with registered seat in Munich registered under number HRB 241442 (local court of Munich) and whose office address is |
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| December 6, 2021 |
EX-10.2 3 d175933dex102.htm EX-10.2 Exhibit 10.2 EXECUTION VERSION THIRD AMENDMENT TO BUSINESS COMBINATION AGREEMENT THIS THIRD AMENDMENT TO BUSINESS COMBINATION AGREEMENT (this “Amendment”), dated as of December 3, 2021 (the “Effective Date”), is by and among (i) Yucaipa Acquisition Corporation, a Cayman Islands exempted company, (ii) SIGNA Sports United GmbH, a German limited liability company, |
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| November 26, 2021 |
Table of Contents 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)) ☒ Defi |
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| November 23, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period 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 YUCAIPA ACQUISITIO |
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| November 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 22, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| November 23, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No.1) ? 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 YUCAIPA ACQUI |
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| November 15, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? 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 YUCAIPA ACQUISITION CORPORATION |
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| October 21, 2021 |
Filed by Signa Sports United B.V. Filed by Signa Sports United B.V. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Yucaipa Acquisition Corp. Commission File No.: 001-39422 Date: October 20, 2021 October 2021 1 SIGNA SPORTS UNITED SIGNA SPORTS UNITEDOctober 2021 1 SIGNA SPORTS UNITED SIGNA SPORTS UNITED Confidentiality and Dis |
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| October 19, 2021 |
Filed by Signa Sports United B.V. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Yucaipa Acquisition Corp. Commission File No.: 001-39422 Date: October 18, 2021 SIGNA Sports United Upsizes PIPE and Principals Agree to Backstop SPAC Business Combination with Yucaipa Acquisition Corporation ? $ |
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| October 18, 2021 |
Exhibit 2.2 DATED 15 OCTOBER 2021 VARIATION AGREEMENT between SIGNA SPORTS UNITED GMBH and BRIDGEPOINT ADVISERS LIMITED and HUW CRWYS-WILLIAMS This agreement is dated 15 OCTOBER 2021 Parties (1) SIGNA SPORTS UNITED GMBH, incorporated in Germany with registered seat in Munich registered under number HRB 241442 (local court of Munich) and whose office address is at Kantstra?e 164, 10623 Berlin, Germ |
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| October 18, 2021 |
Exhibit 10.1 SECOND AMENDMENT TO SPONSOR AGREEMENT THIS SECOND AMENDMENT TO SPONSOR AGREEMENT (this ?Amendment?), dated as of October 15, 2021 (the ?Effective Date?), is entered into by and among Yucaipa Acquisition Manager, LLC, a Delaware limited liability company (the ?Sponsor?), Yucaipa Acquisition Corporation, a Cayman Islands exempted company (?Yucaipa?), SIGNA Sports United GmbH, a German l |
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| October 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 18, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| October 18, 2021 |
Exhibit 2.1 REDEMPTION OFFSET AGREEMENT This REDEMPTION OFFSET AGREEMENT, effective as of October 15, 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and among SIGNA Sports United B.V., a Dutch private limited liability company, to be converted into a public limited liability company and renamed SIGNA Sports United N.V. pursuant to the Business Combination Agree |
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| October 18, 2021 |
Exhibit 2.3 SECOND AMENDMENT TO BUSINESS COMBINATION AGREEMENT THIS SECOND AMENDMENT TO BUSINESS COMBINATION AGREEMENT (this ?Amendment?), dated as of October 15, 2021 (the ?Effective Date?), is by and among (i) Yucaipa Acquisition Corporation, a Cayman Islands exempted company, (ii) SIGNA Sports United GmbH, a German limited liability company, and (iii) SIGNA International Sports Holding GmbH, a |
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| October 18, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 18, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| September 20, 2021 |
Filed by Signa Sports United B.V. Filed by Signa Sports United B.V. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Yucaipa Acquisition Corp. Commission File No.: 001-39422 Date: September 17, 2021 Exhibit 99.1 September 16, 2021 1 SIGNA SPORTS UNITED SIGNA SPORTS UNITEDExhibit 99.1 September 16, 2021 1 SIGNA SPORTS UNITED SIG |
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| September 17, 2021 |
Filed by Signa Sports United B.V. Filed by Signa Sports United B.V. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Yucaipa Acquisition Corp. Commission File No.: 001-39422 Date: September 17, 2021 September 17, 2021 1 SIGNA SPORTS UNITED SIGNA SPORTS UNITEDSeptember 17, 2021 1 SIGNA SPORTS UNITED SIGNA SPORTS UNITED Confident |
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| September 17, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 16, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| September 17, 2021 |
Exhibit 99.1 September 16, 2021 1 SIGNA SPORTS UNITED SIGNA SPORTS UNITEDExhibit 99.1 September 16, 2021 1 SIGNA SPORTS UNITED SIGNA SPORTS UNITED Long-term Large, fragmented sports retail market with high long-term growth in focus verticals Megatrends Strong D2C Market leading sports specialist webshop brands with >7M active customers Brands Track Record Robust, double digit organic growth with d |
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| September 16, 2021 |
425 1 d224003d425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 16, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other j |
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| August 16, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? 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 YUCAIPA ACQUISITION CORPORATION (Exac |
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| August 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 4, 2021 (August 3, 2021) YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| July 9, 2021 |
Exhibit 10.1 AMENDMENT TO SPONSOR AGREEMENT This AMENDMENT TO SPONSOR AGREEMENT (this ?Amendment?), dated as of July 9, 2021, is entered into by and between Yucaipa Acquisition Manager, LLC, a Delaware limited liability company (the ?Sponsor?), Yucaipa Acquisition Corporation, a Cayman Islands exempted company (?Yucaipa?), SIGNA Sports United GmbH, a German limited liability company (the ?Company? |
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| July 9, 2021 |
Exhibit 10.1 AMENDMENT TO SPONSOR AGREEMENT This AMENDMENT TO SPONSOR AGREEMENT (this ?Amendment?), dated as of July 9, 2021, is entered into by and between Yucaipa Acquisition Manager, LLC, a Delaware limited liability company (the ?Sponsor?), Yucaipa Acquisition Corporation, a Cayman Islands exempted company (?Yucaipa?), SIGNA Sports United GmbH, a German limited liability company (the ?Company? |
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| July 9, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 2, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| July 9, 2021 |
Exhibit 2.1 FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT THIS FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT (this ?Amendment?), dated as of July 9, 2021 (the ?Effective Date?), is by and among (i) Yucaipa Acquisition Corporation, a Cayman Islands exempted company, (ii) SIGNA Sports United GmbH, a German limited liability company, and (iii) SIGNA International Sports Holding GmbH, a German |
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| July 9, 2021 |
Exhibit 2.1 FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT THIS FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT (this ?Amendment?), dated as of July 9, 2021 (the ?Effective Date?), is by and among (i) Yucaipa Acquisition Corporation, a Cayman Islands exempted company, (ii) SIGNA Sports United GmbH, a German limited liability company, and (iii) SIGNA International Sports Holding GmbH, a German |
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| July 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 2, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| June 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? 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 YUCAIPA ACQUISITION CORPORATION (Exact name of registr |
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| June 11, 2021 |
Form of Sponsor Subscription Agreement Exhibit 10.8 SUBSCRIPTION AGREEMENT Yucaipa Acquisition Corporation 9130 West Sunset Boulevard Los Angeles, CA 90069 SIGNA Sports United B.V. Kantstra?e 164, Upper West 10623 Berlin, Federal Republic of Germany Ladies and Gentlemen: This Subscription Agreement (this ?Subscription Agreement?) is being entered into as of the date set forth on the signature page hereto, by and among Yucaipa Acquisiti |
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| June 11, 2021 |
Exhibit 99.1 -FOR IMMEDIATE RELEASE- SIGNA Sports United, a leading Global Sports E-Commerce and Technology Platform, to go public on NYSE through Combination with Yucaipa Acquisition Corporation • SIGNA Sports United (SSU) to combine with Yucaipa Acquisition Corporation at an implied enterprise value of approximately $3.2 billion • The transaction encompasses up to approximately $645 million of g |
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| June 11, 2021 |
Exhibit 10.2 Confidential SHAREHOLDERS? UNDERTAKING relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany with Yucaipa Acquisition Corporation Shareholders? Undertaking relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany, with Yucaipa Acquisition Corporation (the ?Agreement?) by and between (1) SIGNA Sports United GmbH, a company with limit |
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| June 11, 2021 |
Exhibit 10.12 EARNOUT AGREEMENT This EARNOUT AGREEMENT, effective as of June 10, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and among SIGNA Sports United B.V., a Dutch private limited liability company, to be converted into a public limited liability company and renamed SIGNA Sports United N.V. promptly following the Share Exchange as defined below (“TopCo” |
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| June 11, 2021 |
Form of Sponsor Subscription Agreement Exhibit 10.8 SUBSCRIPTION AGREEMENT Yucaipa Acquisition Corporation 9130 West Sunset Boulevard Los Angeles, CA 90069 SIGNA Sports United B.V. Kantstra?e 164, Upper West 10623 Berlin, Federal Republic of Germany Ladies and Gentlemen: This Subscription Agreement (this ?Subscription Agreement?) is being entered into as of the date set forth on the signature page hereto, by and among Yucaipa Acquisiti |
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| June 11, 2021 |
Exhibit 10.4 LOCK-UP AGREEMENT June 10, 2021 SIGNA Sports United B.V. Kantstrasse 164, Upper West 10623 Berlin, Germany Re: Lock-Up Agreement Ladies and Gentlemen: This letter agreement (this ?Letter Agreement?) is being delivered to SIGNA Sports United B.V., a Netherlands private limited liability company (?TopCo?), in connection with the transactions contemplated by that certain Business Combina |
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| June 11, 2021 |
Exhibit 10.3 Confidential SHAREHOLDERS? UNDERTAKING relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany with Yucaipa Acquisition Corporation Shareholders? Undertaking relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany, with Yucaipa Acquisition Corporation (the ?Agreement?) by and between (1) SIGNA Sports United GmbH, a company with limit |
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| June 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 10, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| June 11, 2021 |
Exhibit 99.1 -FOR IMMEDIATE RELEASE- SIGNA Sports United, a leading Global Sports E-Commerce and Technology Platform, to go public on NYSE through Combination with Yucaipa Acquisition Corporation ? SIGNA Sports United (SSU) to combine with Yucaipa Acquisition Corporation at an implied enterprise value of approximately $3.2 billion ? The transaction encompasses up to approximately $645 million of g |
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| June 11, 2021 |
Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among YUCAIPA ACQUISITION CORPORATION, SIGNA SPORTS UNITED GMBH, SIGNA SPORTS UNITED B.V., OLYMPICS I MERGER SUB, LLC and SIGNA INTERNATIONAL SPORTS HOLDING GMBH dated as of June 10, 2021 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS Section 1.01 Definitions 5 Section 1.02 Construction 23 Section 1.03 Knowledge 24 Section 1.04 Equitable Adju |
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| June 11, 2021 |
Form of Wiggle Seller Lock-Up Agreement Exhibit 10.5 Execution Version LOCK-UP AGREEMENT June 10, 2021 SIGNA Sports United B.V. Kantstrasse 164, Upper West 10623 Berlin, Germany Re: Lock-Up Agreement Ladies and Gentlemen: This letter agreement (this ?Letter Agreement?) is being delivered to SIGNA Sports United B.V., a Netherlands private limited liability company (?TopCo?), in connection with the transactions contemplated by (i) that ce |
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| June 11, 2021 |
Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among YUCAIPA ACQUISITION CORPORATION, SIGNA SPORTS UNITED GMBH, SIGNA SPORTS UNITED B.V., OLYMPICS I MERGER SUB, LLC and SIGNA INTERNATIONAL SPORTS HOLDING GMBH dated as of June 10, 2021 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS Section 1.01 Definitions 5 Section 1.02 Construction 23 Section 1.03 Knowledge 24 Section 1.04 Equitable Adju |
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| June 11, 2021 |
Form of Warrant Assignment, Assumption and Amendment Agreement Exhibit 10.11 FORM OF WARRANT ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT This WARRANT ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this ?Agreement?) is made as of June 10, 2021, by and among Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the ?Company?), SIGNA Sports United B.V., a Dutch private limited liability company, to be converted into a public limited liability C |
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| June 11, 2021 |
Exhibit 10.1 Confidential SHAREHOLDERS? UNDERTAKING relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany with Yucaipa Acquisition Corporation Shareholders? Undertaking relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany, with Yucaipa Acquisition Corporation (the ?Agreement?) by and between (1) SIGNA Sports United GmbH, a company with limit |
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| June 11, 2021 |
Welcoming Remarks Maria Anorga Head of EMEA Internet, Citi 425 1 d28945d425.htm 425 SIGNA Sports United Filed by Yucaipa Acquisition Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Yucaipa Acquisition Corp. Commission File No.: 001-39422 Date: June 11, 2021 The following is a transcript of the investor call held by Yucaipa Acquisition Corp |
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| June 11, 2021 |
Exhibit 10.2 Confidential SHAREHOLDERS’ UNDERTAKING relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany with Yucaipa Acquisition Corporation Shareholders’ Undertaking relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany, with Yucaipa Acquisition Corporation (the “Agreement”) by and between (1) SIGNA Sports United GmbH, a company with limit |
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| June 11, 2021 |
Exhibit 10.12 EARNOUT AGREEMENT This EARNOUT AGREEMENT, effective as of June 10, 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and among SIGNA Sports United B.V., a Dutch private limited liability company, to be converted into a public limited liability company and renamed SIGNA Sports United N.V. promptly following the Share Exchange as defined below (?TopCo? |
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| June 11, 2021 |
Form of Warrant Assignment, Assumption and Amendment Agreement Exhibit 10.11 FORM OF WARRANT ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT This WARRANT ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this ?Agreement?) is made as of June 10, 2021, by and among Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the ?Company?), SIGNA Sports United B.V., a Dutch private limited liability company, to be converted into a public limited liability C |
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| June 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 10, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| June 11, 2021 |
Exhibit 99.2 June 2021 Confidentiality and Disclosures This presentation (the ?Presentation?) has been prepared by SIGNA Sports United GmbH (the ?Company?) in connection with a possible business combination (a ?Transaction?) involving the Company and a special purpose acquisition company (the ?SPAC?). This presentation is being provided to you pursuant to the terms of your confidentiality agreemen |
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| June 11, 2021 |
Form of Registration Rights Agreement Exhibit 10.10 FORM OF AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2021, is made and entered into by and among SIGNA Sports United B.V., a Netherlands private limited liability company, to be renamed to SIGNA Sports United N.V. (the “Company”), Yucaipa Acquisition Corporation, a Cayman Islands exempt |
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| June 11, 2021 |
Form of PIPE Subscription Agreement. Exhibit 10.9 Confidential SUBSCRIPTION AGREEMENT Yucaipa Acquisition Corporation 9130 West Sunset Boulevard Los Angeles, CA 90069 SIGNA Sports United B.V. Kantstra?e 164, Upper West 10623 Berlin, Federal Republic of Germany Ladies and Gentlemen: This Subscription Agreement (this ?Subscription Agreement?) is being entered into as of the date set forth on the signature page hereto, by and among Yuca |
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| June 11, 2021 |
Exhibit 10.7 SPONSOR AGREEMENT This SPONSOR AGREEMENT (this ?Agreement?), dated as of June 10, 2021, is made by and among Yucaipa Acquisition Manager, LLC, a Delaware limited liability company (the ?Sponsor?), Yucaipa Acquisition Corporation, a Cayman Islands exempted company (?Yucaipa?), SIGNA Sports United GmbH, a German limited liability company (the ?Company?), Signa Sports United B.V., a Dutc |
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| June 11, 2021 |
Forward Purchase Agreement Amendment Exhibit 10.6 AMENDMENT TO FORWARD PURCHASE AGREEMENT This AMENDMENT TO FORWARD PURCHASE AGREEMENT (this ?Amendment?), dated as of June 10, 2021, is entered into by and between Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the ?Company?), and Yucaipa Acquisition Manager, LLC, a Delaware limited liability company (the ?Purchaser?). RECITALS WHEREAS, the Company and the Purchase |
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| June 11, 2021 |
Exhibit 10.4 LOCK-UP AGREEMENT June 10, 2021 SIGNA Sports United B.V. Kantstrasse 164, Upper West 10623 Berlin, Germany Re: Lock-Up Agreement Ladies and Gentlemen: This letter agreement (this ?Letter Agreement?) is being delivered to SIGNA Sports United B.V., a Netherlands private limited liability company (?TopCo?), in connection with the transactions contemplated by that certain Business Combina |
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| June 11, 2021 |
Exhibit 99.2 June 2021 Confidentiality and Disclosures This presentation (the ?Presentation?) has been prepared by SIGNA Sports United GmbH (the ?Company?) in connection with a possible business combination (a ?Transaction?) involving the Company and a special purpose acquisition company (the ?SPAC?). This presentation is being provided to you pursuant to the terms of your confidentiality agreemen |
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| June 11, 2021 |
Forward Purchase Agreement Amendment, dated June 10, 2021, between the Company and the Sponsor (1) Exhibit 10.6 AMENDMENT TO FORWARD PURCHASE AGREEMENT This AMENDMENT TO FORWARD PURCHASE AGREEMENT (this ?Amendment?), dated as of June 10, 2021, is entered into by and between Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the ?Company?), and Yucaipa Acquisition Manager, LLC, a Delaware limited liability company (the ?Purchaser?). RECITALS WHEREAS, the Company and the Purchase |
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| June 11, 2021 |
Form of PIPE Subscription Agreement. Exhibit 10.9 Confidential SUBSCRIPTION AGREEMENT Yucaipa Acquisition Corporation 9130 West Sunset Boulevard Los Angeles, CA 90069 SIGNA Sports United B.V. Kantstra?e 164, Upper West 10623 Berlin, Federal Republic of Germany Ladies and Gentlemen: This Subscription Agreement (this ?Subscription Agreement?) is being entered into as of the date set forth on the signature page hereto, by and among Yuca |
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| June 11, 2021 |
Exhibit 10.7 SPONSOR AGREEMENT This SPONSOR AGREEMENT (this ?Agreement?), dated as of June 10, 2021, is made by and among Yucaipa Acquisition Manager, LLC, a Delaware limited liability company (the ?Sponsor?), Yucaipa Acquisition Corporation, a Cayman Islands exempted company (?Yucaipa?), SIGNA Sports United GmbH, a German limited liability company (the ?Company?), Signa Sports United B.V., a Dutc |
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| June 11, 2021 |
Form of Wiggle Seller Lock-Up Agreement Exhibit 10.5 Execution Version LOCK-UP AGREEMENT June 10, 2021 SIGNA Sports United B.V. Kantstrasse 164, Upper West 10623 Berlin, Germany Re: Lock-Up Agreement Ladies and Gentlemen: This letter agreement (this ?Letter Agreement?) is being delivered to SIGNA Sports United B.V., a Netherlands private limited liability company (?TopCo?), in connection with the transactions contemplated by (i) that ce |
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| June 11, 2021 |
Exhibit 10.3 Confidential SHAREHOLDERS’ UNDERTAKING relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany with Yucaipa Acquisition Corporation Shareholders’ Undertaking relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany, with Yucaipa Acquisition Corporation (the “Agreement”) by and between (1) SIGNA Sports United GmbH, a company with limit |
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| June 11, 2021 |
Form of Registration Rights Agreement Exhibit 10.10 FORM OF AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among SIGNA Sports United B.V., a Netherlands private limited liability company, to be renamed to SIGNA Sports United N.V. (the ?Company?), Yucaipa Acquisition Corporation, a Cayman Islands exempt |
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| June 11, 2021 |
Exhibit 10.1 Confidential SHAREHOLDERS? UNDERTAKING relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany with Yucaipa Acquisition Corporation Shareholders? Undertaking relating to the Business Combination of SIGNA Sports United GmbH, Munich, Germany, with Yucaipa Acquisition Corporation (the ?Agreement?) by and between (1) SIGNA Sports United GmbH, a company with limit |
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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 10, 2021 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction of incorp |
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| June 10, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period 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 YUCAIPA ACQUISITIO |
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| June 1, 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 1, 2021 (May 25, 2021) YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdic |
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| June 1, 2021 |
Exhibit 99.1 Stemming from SEC Guidance Concerning Balance Sheet Treatment of Warrants, Yucaipa Acquisition Corporation Announces Receipt of NYSE Continued Listing Standard Notice Los Angeles, California, June 1, 2021 ? Yucaipa Acquisition Corporation (NYSE: YAC.U) (the ?Company?) today announced that it received a formal notice of non-compliance from the New York Stock Exchange (the ?NYSE?) relat |
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| May 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING 001-39422 SEC FILE NUMBER G9879L 105 CUSIP NUMBER (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? 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 ? Trans |
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| March 30, 2021 |
Description of Registrant’s Securities* Exhibit 4.5 YUCAIPA ACQUISITION CORP. DESCRIPTION OF SECURITIES The following summary of the material terms of the securities of Yucaipa Acquisition Corp. is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated memorandum and articles of association incorporated by reference as an exhibit to |
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| March 30, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? 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 YUCAIPA ACQUISITION CORPORATION ( |
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| February 16, 2021 |
Exhibit 99.1 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 ordinary shares, $0.0001 par value per share, of Yucaipa Acquisition Corporation, and further agree t |
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| February 16, 2021 |
Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 YUCAIPA ACQUISITION CORPORATION (Name of Issuer) CLASS A ORDINARY SHARES, $0.0001 PAR VALUE PER SHARE (Title of Class of Securities) G9879L 105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the Appropriate Box t |
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| February 9, 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) YUCAIPA ACQUISITION CORPORATION (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G9879L105 (CUSIP Number) DECEMBER 31, 2020 (Date of event which requires filing of this statement) Check the |
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| February 5, 2021 |
SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* (Name of Issuer) YUCAIPA ACQUISITION CORPORATION (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G9879L121** (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this State |
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| November 13, 2020 |
Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 2, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* (Name of Issuer) YUCAIPA ACQUISITION CORPORATION (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G9879L121 (CUSIP Number) September 24, 2020 (Date of Event Which Requires Filing of this Statement) Check |
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| September 21, 2020 |
EX-99.1 Exhibit 99.1 Yucaipa Acquisition Corporation Announces the Separate Trading of its Class A Ordinary Shares and Warrants Commencing September 24, 2020 Los Angeles, California, September 21, 2020— Yucaipa Acquisition Corporation (NYSE: YAC.U) (the “Company”) announced today that, commencing September 24, 2020, holders of the units sold in the Company’s initial public offering of 34,500,000 u |
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| September 21, 2020 |
Financial Statements and Exhibits, Other Events - 8-K 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 21, 2020 YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction |
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| September 17, 2020 |
10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 13, 2020 |
EX-99.1 Exhibit 99.1 YUCAIPA ACQUISITION CORPORATION Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Balance Sheet F-4 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Yucaipa Acquisition Corporation Opinion on the Financial Statement We have audited the accompanying balance sheet of Yucaipa Acquisition |
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| August 13, 2020 |
Financial Statements and Exhibits, Other Events - 8-K 8-K 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 12, 2020 (August 6, 2020) YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction |
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| August 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 YUCAIPA ACQUISITION CORPORATION (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G9879L121** (CUSIP Number) AUGUST 4, 2020 (Date of event which requires filing of this statement) Check the appropriate box to designate the |
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| August 7, 2020 |
Administrative Services Agreement between the Company and the Sponsor (4) EX-10.5 Exhibit 10.5 YUCAIPA ACQUISITION CORPORATION 9130 West Sunset Boulevard Los Angeles, CA 90069 August 6, 2020 Yucaipa Acquisition Manager, LLC 9130 West Sunset Boulevard Los Angeles, CA 90069 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 initial p |
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| August 7, 2020 |
Underwriting Agreement between the Company and Citigroup Global Markets Inc. EX-1.1 Exhibit 1.1 Yucaipa Acquisition Corporation 30,000,000 Units1 UNDERWRITING AGREEMENT New York, New York August 3, 2020 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 As the underwriter Ladies and Gentlemen: Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), proposes to issue and sell to you and, as applicable, to the several unde |
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| August 7, 2020 |
EX-10.3 Exhibit 10.3 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of August 6, 2020, is made and entered into by and among Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Yucaipa Acquisition Manager, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned part |
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| August 7, 2020 |
EX-10.2 Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of August 6, 2020 by and between Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”). WHEREAS, the Company’s registration |
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| August 7, 2020 |
Letter Agreement among the Company, the Sponsor and the Company’s officers and directors (4) EX-10.4 Exhibit 10.4 August 6, 2020 Yucaipa Acquisition Corporation 9130 West Sunset Boulevard Los Angeles, CA 90069 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 Yucaipa Acquisition Corporation, a Cayman Islands exempted company |
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| August 7, 2020 |
Amended and Restated Memorandum and Articles of Association (4) EX-3.1 Exhibit 3.1 THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF YUCAIPA ACQUISITION CORPORATION (ADOPTED BY SPECIAL RESOLUTION DATED 3 AUGUST 2020 AND EFFECTIVE ON 3 AUGUST 2020) THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSO |
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| August 7, 2020 |
Forward Purchase Agreement between the Company and the Sponsor(1) EX-10.6 Exhibit 10.6 FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this “Agreement”) is entered into as of August 6, 2020, by and among Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”). WHEREAS, the Company was incorporated for the purpose of effecting a merger, sha |
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| August 7, 2020 |
Private Placement Warrants Purchase Agreement between the Company and the Sponsor (4) EX-10.1 Exhibit 10.1 Execution Version PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of August 3, 2020, is entered into by and between Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Yucaipa Acqu |
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| August 7, 2020 |
Warrant Agreement between Continental Stock Transfer & Trust Company and the Company (4) EX-4.1 Exhibit 4.1 WARRANT AGREEMENT YUCAIPA ACQUISITION CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated August 6, 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated August 6, 2020, is by and between Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as war |
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| August 7, 2020 |
8-K 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 6, 2020 (August 3, 2020) YUCAIPA ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-39422 98-1541929 (State or other jurisdiction o |
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| August 5, 2020 |
Yucaipa Acquisition Corporation 30,000,000 Units 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-239936 Yucaipa Acquisition Corporation $300,000,000 30,000,000 Units Yucaipa Acquisition Corporation is a blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one |
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| August 3, 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 YUCAIPA ACQUISITION CORPORATION (Exact Name Of Registrant As Specified In Its Charter) Cayman Islands 98-1541929 (State or other jurisdiction of incorporation or organization) (I. |
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| August 3, 2020 |
SUBJECT TO COMPLETION, DATED JULY 31, 2020 424A Table of Contents Filed pursuant to Rule 424(a) Registration No.: 333-239936 The information in this preliminary prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This preliminary prospectus is not an offer to sell these securities and it is not soliciting an offer to |
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| July 29, 2020 |
Securities Subscription Agreement, dated June 12, 2020, between the Registrant and the Sponsor.* EX-10.7 Exhibit 10.7 Yucaipa Acquisition Corporation 9130 West Sunset Boulevard Los Angeles, CA 90069 June 12, 2020 Yucaipa Acquisition Manager, LLC 9130 West Sunset Boulevard Los Angeles, CA 90069 RE: Securities Subscription Agreement Gentlemen: This agreement (this “Agreement”) is entered into on June 12, 2020 by and between Yucaipa Acquisition Manager, LLC, a Delaware limited liability company |
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| July 29, 2020 |
Memorandum and Articles of Association.* EX-3.1 Exhibit 3.1 THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF YUCAIPA ACQUISITION CORPORATION Auth Code: H23202510886 www.verify.gov.ky THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF YUCAIPA ACQUISITION CORPORATION 1 The name of the Company is Yucaipa Acq |
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| July 29, 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 Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, |
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| July 29, 2020 |
EX-10.8 Exhibit 10.8 August [●], 2020 Yucaipa Acquisition Corporation 9130 West Sunset Boulevard Los Angeles, CA 90069 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 Yucaipa Acquisition Corporation, a Cayman Islands exempted compa |
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| July 29, 2020 |
Form of Amended and Restated Memorandum and Articles of Association.* EX-3.2 Exhibit 3.2 THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF YUCAIPA ACQUISITION CORPORATION (ADOPTED BY SPECIAL RESOLUTION DATED [DATE] AND EFFECTIVE ON [DATE]) THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF YUC |
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| July 29, 2020 |
Promissory Note, dated as of June 12, 2020, between the Registrant and 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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| July 29, 2020 |
Form of Underwriting Agreement.* EX-1.1 Exhibit 1.1 Yucaipa Acquisition Corporation 30,000,000 Units1 UNDERWRITING AGREEMENT New York, New York [●], 2020 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 As Representative of the several underwriters Ladies and Gentlemen: Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), proposes to issue and sell to you and, as applicabl |
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| July 29, 2020 |
Form of Administrative Services Agreement between the Registrant and the Sponsor.* EX-10.5 Exhibit 10.5 YUCAIPA ACQUISITION CORPORATION 9130 West Sunset Boulevard Los Angeles, CA 90069 August [●], 2020 Yucaipa Acquisition Manager, LLC 9130 West Sunset Boulevard Los Angeles, CA 90069 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 initial |
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| July 29, 2020 |
Specimen Class A Ordinary Share Certificate(2) EX-4.2 Exhibit 4.2 SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE NUMBER SHARES YUCAIPA ACQUISITION CORPORATION INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS CLASS A ORDINARY SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR VALUE OF US$0.0001 EACH OF YUCAIPA ACQUISITION CORPORATION (THE “COMPA |
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| July 29, 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 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [●], 2020, is entered into by and between Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Yucaipa Acquisition Manager, LLC, a |
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| July 29, 2020 |
Form of Indemnity Agreement(2) EX-10.4 Exhibit 10.4 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of August [•], 2020, by and between Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and (“Indemnitee”). WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provi |
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| July 29, 2020 |
EX-4.1 Exhibit 4.1 SPECIMEN UNIT CERTIFICATE NUMBER UNITS U- SEE REVERSE FOR Yucaipa Acquisition Corporation CERTAIN DEFINITIONS CUSIP [ ] UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-THIRD OF ONE REDEEMABLE WARRANT TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) Class A ordinary share, par value $0.0001 per share ( |
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| July 29, 2020 |
Specimen Warrant Certificate(2) EX-4.3 Exhibit 4.3 [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 Yucaipa Acquisition Corporation Incorporated Under the Laws of the Cayman Islands CUSIP [•] Warrant Certificate This Warrant Certificate certifies that [ ], or registered assigns, is the registered holder of [ ] w |
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| July 29, 2020 |
Amendment No. 1 to Form S-1 As filed with the United States Securities and Exchange Commission on July 29, 2020 under the Securities Act of 1933, as amended. No. 333-239936 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 Yucaipa Acquisition Corporation (Exact name of registrant as specified |
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| July 29, 2020 |
EX-4.4 Exhibit 4.4 WARRANT AGREEMENT YUCAIPA ACQUISITION CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated August [●], 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated August [●], 2020, is by and between Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in |
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| July 29, 2020 |
EX-10.2 Exhibit 10.2 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of August [●], 2020, is made and entered into by and among Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Yucaipa Acquisition Manager, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned pa |
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| July 29, 2020 |
Form of Forward Purchase Agreement.* EX-10.9 Exhibit 10.9 FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this “Agreement”) is entered into as of August [•], 2020, by and among Yucaipa Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”). WHEREAS, the Company was incorporated for the purpose of effecting a merger, s |
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| July 17, 2020 |
EX-99.1 Exhibit 99.1 CONSENT OF CHRISTEL SICÉ Yucaipa Acquisition Corporation (the “Company”) 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 |
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| July 17, 2020 |
EX-99.2 Exhibit 99.2 CONSENT OF YUSEF JACKSON Yucaipa Acquisition Corporation (the “Company”) 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 |
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| July 17, 2020 |
S-1 Table of Contents As filed with the United States Securities and Exchange Commission on July 17, 2020 under the Securities Act of 1933, as amended. |
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| June 18, 2020 |
DRS Table of Contents This is a confidential draft submission to the United States Securities and Exchange Commission on June 17, 2020 under the Securities Act of 1933, as amended. |
