Hyliion Holdings Corp. current report, 19 April 2019

Vollständiges Dokument

SEC Form 8-K Summary

Business Context and Reporting Period

Although the request identifies Hyliion Holdings Corp., the filing registrant is Tortoise Acquisition Corp., a Delaware special purpose acquisition company. The current report was dated April 19, 2019, with the earliest reported event occurring on that date. The filing concerns the planned separation and separate trading of the company’s units, Class A common stock, and warrants.

Key Financial Metrics

This Form 8-K does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating or financial performance metrics. The filing text does not provide a clear value for any such measures.

Material Changes

  • Beginning April 22, 2019, holders may elect to separate each unit into one share of Class A common stock and one-half of one redeemable warrant.
  • No fractional warrants will be issued; only whole warrants will trade.
  • Unseparated units will continue trading on the NYSE under the symbol SHLL.U.
  • Separated Class A common stock and warrants will trade under SHLL and SHLL WS, respectively.

Guidance, Risks, and Unusual Items

Holders must have their brokers contact Continental Stock Transfer & Trust Company, the transfer agent, to separate the units. The disclosure was furnished under Regulation FD and is not deemed filed for purposes of Section 18 of the Exchange Act or incorporated by reference into other filings. No management guidance, operating outlook, contingencies, or specific risk factors are disclosed in the provided filing text.

Facts Investors Should Verify

  • Confirm that the applicable issuer is Tortoise Acquisition Corp. rather than Hyliion Holdings Corp.
  • Verify the April 22, 2019 commencement date for separate trading.
  • Review the unit composition and warrant terms, including the one-half-warrant structure and whole-warrant trading limitation.
  • Confirm the ticker symbols and the broker/transfer-agent procedures for separating units.
  • Review Exhibit 99.1, the April 19, 2019 press release, for any additional details not included in the filing text.