SEC Form 8-K Summary
Registrant: Oaktree Acquisition Corp.; the provided filing does not identify Hims & Hers Health, Inc. as the registrant.
Reporting date: September 6, 2019. This is a current report under Section 13 or 15(d) of the Exchange Act and does not cover a financial reporting period.
Business Context and Event
Oaktree Acquisition Corp. announced that holders of its publicly traded units may begin separately trading the underlying Class A ordinary shares and warrants on the New York Stock Exchange beginning September 9, 2019.
- Units continue trading under the symbol OAC.U.
- Separated Class A ordinary shares are expected to trade under OAC.
- Separated warrants are expected to trade under OAC WS.
- Each unit consists of one Class A ordinary share and one-third of one redeemable warrant.
- Only whole warrants will trade; no fractional warrants will be issued upon separation.
Financial Metrics and Capital Structure
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, operating results, or other period-specific financial metrics. It states that each whole warrant is exercisable for one Class A ordinary share at an exercise price of $11.50, but it does not provide additional capitalization or liquidity information.
Material Changes Versus Prior Period
The filing describes a change in trading arrangements for the company’s securities, rather than a change in operating or financial performance. Unit holders must have their brokers contact Continental Stock Transfer & Trust Company, the transfer agent, to separate units into shares and warrants.
Guidance, Risks, and Unusual Items
No earnings guidance, outlook, management discussion, contingencies, or operating risks are disclosed. The principal procedural consideration is that unit separation requires broker coordination, and fractional warrants will not be issued.
Exhibit 99.1 is the related September 6, 2019 press release.
Investor Verification Items
- Verify the registrant’s identity: the filing is for Oaktree Acquisition Corp., not Hims & Hers Health, Inc.
- Confirm the September 9, 2019 commencement date for separate trading.
- Confirm the applicable symbols: OAC.U, OAC, and OAC WS.
- Review the warrant terms, including the $11.50 exercise price and the absence of fractional warrants.
- Review Exhibit 99.1 and the company’s subsequent filings for any updates to trading status or transaction plans.