SEC Form 8-K Summary
Registrant: Altimar Acquisition Corporation, a Cayman Islands special purpose acquisition company (SPAC), despite the request identifying Blue Owl Capital Inc.
Reporting date: February 16, 2021; event reported February 12, 2021. The filing was made under Item 8.01, “Other Events,” and also constitutes written communications under Rule 425.
Business Context and Transaction
Altimar reported litigation relating to its proposed business combination involving Owl Rock and Dyal. The transaction was announced on December 23, 2020 and contemplated the combination of Altimar with businesses associated with Owl Rock and Dyal.
Altimar’s publicly traded securities included units under ATAC.U, Class A ordinary shares under ATAC, and redeemable warrants under ATAC.W.
Financial Metrics and Liquidity
The filing does not provide current or comparative revenue, profit, cash flow, margin, debt, liquidity, or other operating financial metrics. It notes that the amount remaining in Altimar’s trust account after any shareholder redemptions could affect the proposed transaction and its anticipated benefits, but no trust-account balance or redemption amount is provided.
Material Changes and Unusual Items
- On February 12, 2021, Sixth Street Partners Management Company, L.P., Sixth Street Partners, L.P., and Special Situations GP, LLC filed a lawsuit in the Delaware Chancery Court against Dyal Capital Partners III (A) LP, Dyal Capital Partners III (B) LP, and Neuberger Berman Group LLC.
- The lawsuit, C.A. No. 2021-0127, seeks, among other relief, to enjoin the transactions contemplated by Altimar’s business combination agreement.
- Neuberger and Dyal reportedly believe the allegations are without merit and intend to vigorously oppose the lawsuit.
Outlook, Risks, and Contingencies
Completion of the proposed business combination remained subject to required stockholder approval and other conditions. The filing identified risks including failure to complete the transaction, insufficient funds following shareholder redemptions, inability to realize anticipated benefits, COVID-19-related economic changes, litigation outcomes and related delays or costs, compliance with New York Stock Exchange listing standards, and transaction costs.
Altimar stated that the registration statement on Form S-4, including the proxy statement and prospectus, and subsequent amendments or supplements should be reviewed before making voting or investment decisions. The filing contains forward-looking statements that are not guarantees of future performance.
Key Facts for Investors to Verify
- Current status, scope, and outcome of the Delaware litigation and any injunction or other court relief.
- Whether Altimar’s stockholders approved the proposed business combination and whether all other closing conditions were satisfied.
- The final amount available in Altimar’s trust account after shareholder redemptions.
- Updated transaction terms, expected closing timing, and any amendments to the Form S-4 or proxy statement/prospectus.
- Whether the combined company satisfied applicable New York Stock Exchange listing requirements.