UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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, 2019
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
OAKTREE ACQUISITION CORP.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Cayman Islands
|
|
001-38986
|
|
98-1482650
|
(State or other jurisdiction of
incorporation or organization)
|
|
(Commission File Number)
|
|
(I.R.S. Employer
Identification Number)
|
|
|
|
333 South Grand Avenue
28th Floor
Los Angeles,
CA
|
|
90071
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrants telephone number, including area code: (213)
830-6300
Not Applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
|
|
|
|
|
Title of Each Class:
|
|
Trading Symbol:
|
|
Name of Each Exchange on Which
Registered:
|
Class A ordinary shares included as part of the units
|
|
OAC
|
|
The New York Stock Exchange
|
Warrants included as part of the units, each whole warrant
exercisable for one Class A ordinary share at an exercise price of $11.50
|
|
OAC.WS
|
|
The New York Stock Exchange
|
Units, each consisting of one Class A ordinary share, $0.0001 par value, and one-third of one redeemable warrant
|
|
OAC.U
|
|
The New York Stock Exchange
|
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes ☐ No ☒
Indicate by check mark if the registrant is
not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ☐ No ☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90
days. Yes ☒ No ☐
Indicate by check mark whether the
registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, a smaller reporting company or an emerging growth company. See definition of large accelerated filer, accelerated filer, smaller reporting company and
emerging growth company in Rule 12b-2 of the Exchange Act.
|
|
|
|
|
|
|
Large accelerated filer
|
|
☐
|
|
Accelerated filer
|
|
☐
|
|
|
|
|
Non-accelerated filer
|
|
☒
|
|
Smaller reporting company
|
|
☒
|
|
|
|
|
Emerging growth company
|
|
☒
|
|
|
|
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended
transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes ☒ No ☐
As of June 30, 2019, the
last business day of the registrants most recently completed second fiscal quarter, the registrants securities were not publicly traded. The registrants units began trading on the The New York Stock Exchange (NYSE) on
July 18, 2019 and the registrants Class A ordinary shares, par value $0.0001 (the Class A ordinary shares) and warrants began trading on the NYSE on September 9, 2019. The aggregate market value of the common
stock outstanding, other than shares held by persons who may be deemed affiliates of the registrant, computed by reference to the closing sales price for the ordinary shares on December 30, 2019, as reported on the NYSE, was $199,237,500.
As of March 27, 2020, 20,125,000 Class A ordinary shares, par value $0.0001, and 5,031,250 Class B ordinary shares, par value $0.0001,
were issued and outstanding.
Documents Incorporated by Reference: None.