Statistiche di base
| LEI | 2138004RIVUTW3RGKO74 |
| CIK | 1825042 |
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 Investindustrial Acquisition Corp - Class A
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. 1)* Investindustrial Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (the ?Shares?) (Title of Class of |
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| February 14, 2022 |
IIAC / Investindustrial 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. 1) INVESTINDUSTRIAL ACQUISITION CORP. (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G4771L105 (CUSIP Number) DECEMBER 31, 2021 (Date of event which requires filing of this statement) Check the appropriat |
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| February 11, 2022 |
Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Investindustrial Acquisition Corp. (Name of Issuer) Units (Title of Class of Securities) G4771L121 (CUSIP Number) Calendar Year 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs |
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| January 12, 2022 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13G with respect to the Class A Ordinary Shares, par value $0.0001 per share, of Investindustrial Acquisition Corp., and any subsequent amendments thereto, is filed jointly on behalf of each of them pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as a |
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| January 12, 2022 |
IIAC / Investindustrial Acquisition Corp / TREMAT HOLDINGS, LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Investindustrial Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G4771L105 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropria |
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| January 7, 2022 |
15-12B 1 d257669d1512b.htm 15-12B 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: 001-39720 INVESTINDUSTRIAL ACQUISITION COR |
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| December 20, 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 31, 2021, pursuant to the provisions of Rule 12d2-2 (a). |
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| December 15, 2021 |
Other Events, Submission of Matters to a Vote of Security Holders 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): December 15, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction of |
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| December 15, 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): December 15, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction of |
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| December 8, 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): December 8, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction of |
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| December 8, 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): December 8, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction of |
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| December 6, 2021 |
Form of Redemption Offset Agreement. Exhibit 2.1 REDEMPTION OFFSET AGREEMENT This REDEMPTION OFFSET AGREEMENT, effective as of [?], 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and among Investindustrial Acquisition Corp., a Cayman Islands exempted company (?IIAC?), Ermenegildo Zegna Holditalia S.p.A., a joint stock company incorporated under Italian law which will be converted to a Dutch public |
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| December 6, 2021 |
Exhibit 99.1 ERMENEGILDO ZEGNA GROUP AND INVESTINDUSTRIAL ACQUISITION CORP. ANNOUNCE IMPORTANT UPDATES IN RELATION TO THEIR BUSINESS COMBINATION ? Zegna and IIAC have reached agreements with certain investors for an additional PIPE facility of up to $125 million ? IIAC has convened its Extraordinary General Meeting (?EGM?) to approve the Business Combination for December 15, 2021 ? Completion and |
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| December 6, 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): December 6, 2021 (December 3, 2021) INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or oth |
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| December 6, 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): December 6, 2021 (December 3, 2021) INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or oth |
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| November 29, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Required in Proxy Statement Schedule 14A Information 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 |
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| November 24, 2021 |
EXHIBIT 21 LIST OF SUBSIDIARIES None. |
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| November 24, 2021 |
Description of Registrant’s Securities.* Exhibit 4.2 INVESTINDUSTRIAL ACQUISITION CORP. DESCRIPTION OF SECURITIES The following summary of the material terms of the securities of Investindustrial Acquisition Corp. (?we, ?us,? ?our? or ?the company?) 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 a |
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| November 24, 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 Investindustrial A |
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| November 24, 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 INVESTINDUST |
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| November 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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): November 22, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or o |
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| November 22, 2021 |
Filed by Investindustrial Acquisition Corp. Filed by Investindustrial Acquisition Corp. Pursuant to Rule 425 of the Securities Act of 1933 and Deemed Filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Ermenegildo Zegna Holditalia S.p.A. Form F-4 File No.: 333-259139 The following presentation will be made available by Ermenegildo Zegna Holditalia S.p.A. (?Zegna?) and Investindustrial Acquisition Corp. (?IIAC? |
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| November 22, 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): November 22, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction of |
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| November 22, 2021 |
CORRESP 1 filename1.htm November 22, 2021 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street N.E. Washington, D.C. 20549 Attention: Ameen Hamady Re: Investindustrial Acquisition Corp. Form 8-K Filed November 22, 2021 File No. 001-39720 Dear Mr. Hamady: On behalf of our client, Investindustrial Acquisition Cor |
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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 INVESTINDUSTRIAL ACQUISITION COR |
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| October 22, 2021 |
IIAC / Investindustrial Acquisition Corp / TREMAT HOLDINGS, LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Investindustrial Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G4771L105 (CUSIP Number) October 13, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate |
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| October 22, 2021 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13G with respect to the Class A Ordinary Shares, par value $0.0001 per share, of Investindustrial Acquisition Corp., and any subsequent amendments thereto, is filed jointly on behalf of each of them pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as a |
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| October 21, 2021 |
Filed by Investindustrial Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and Deemed Filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Ermenegildo Zegna Holditalia S.p.A Form F-4 File No.: 333-259139 STRONG SALES AND PROFITABILITY PERFORMANCE IN THE FIRST HALF OF 2021 REVENUES UP 50% YOY AT EUR 603 MILLION IN THE FIRST HALF OF 2021 PROFIT FO |
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| October 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): September 30, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction o |
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| October 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): September 30, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction o |
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| September 27, 2021 |
IIAC / Investindustrial 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 INVESTINDUSTRIAL ACQUISITION CORP. (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G4771L105 (CUSIP Number) SEPTEMBER 15, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designat |
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| September 21, 2021 |
Filed by Investindustrial Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and Deemed Filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Ermenegildo Zegna Holditalia S.p.A Form F-4 File No.: 333-259139 The following presentation was made available by Ermenegildo Zegna Holditalia S.p.A. ( Zegna ) and Investindustrial Acquisition Corp. ( IIAC ) |
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| August 30, 2021 |
425 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): August 27, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction |
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| August 30, 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): August 27, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction of i |
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| August 13, 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 INVESTINDUSTRIAL ACQUISITION CORP. (E |
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| August 6, 2021 |
ERMENEGILDO ZEGNA GROUP STATEMENT Filed by Investindustrial Acquisition Corp. File No. 001-39720 Pursuant to Rule 425 under the Securities Act of 1933 and Deemed Filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Ermenegildo Zegna Holditalia S.p.A. The following is a press release issued by Ermenegildo Zegna Group on Friday August 6, 2021. ERMENEGILDO ZEGNA GROUP STATEMENT Milan, August 6TH, 2021 ? |
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| July 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. )* Investindustrial Acquisition Corp. (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G477 |
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| July 29, 2021 |
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): July 29, 2021 INVESTINDUSTRIAL ACQUISITION CORP. |
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| July 29, 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 29, 2021 INVESTINDUSTRIAL ACQUISITION CORP. |
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| July 29, 2021 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Class A ordinary shares of Investindustrial Acquisition Corp., a Cayman Islands exempted company, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as am |
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| July 29, 2021 |
Exhibit 99.1 FRANCESCA DI PASQUANTONIO JOINS ERMENEGILDO ZEGNA GROUP AS INVESTOR RELATIONS DIRECTOR Milan, July 29, 2021 ? Following the announcement of its plans to list its shares on the New York Stock Exchange later this year through the merger with a special purpose acquistion company sponsored by Investindustrial and listed on the NYSE, Ermenegildo Zegna Group announces the appointment of Fra |
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| July 29, 2021 |
Exhibit 99.1 FRANCESCA DI PASQUANTONIO JOINS ERMENEGILDO ZEGNA GROUP AS INVESTOR RELATIONS DIRECTOR Milan, July 29, 2021 ? Following the announcement of its plans to list its shares on the New York Stock Exchange later this year through the merger with a special purpose acquistion company sponsored by Investindustrial and listed on the NYSE, Ermenegildo Zegna Group announces the appointment of Fra |
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| July 28, 2021 |
8-K 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 26, 2021 INVESTINDUSTRIAL ACQUISITION CORP. |
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| July 28, 2021 |
Exhibit 10.1 AMENDMENT TO FORWARD PURCHASE AGREEMENT This AMENDMENT (this ?Amendment?) is made as of July 26, 2021 and amends that certain Forward Purchase Agreement (the ?Agreement?), dated as of November 18, 2020, by and between Investindustrial Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Strategic Holding Group S.? r.l., a private limited liability company under th |
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| July 28, 2021 |
Exhibit 10.1 AMENDMENT TO FORWARD PURCHASE AGREEMENT This AMENDMENT (this ?Amendment?) is made as of July 26, 2021 and amends that certain Forward Purchase Agreement (the ?Agreement?), dated as of November 18, 2020, by and between Investindustrial Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Strategic Holding Group S.? r.l., a private limited liability company under th |
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| July 28, 2021 |
8-K 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 26, 2021 INVESTINDUSTRIAL ACQUISITION CORP. |
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| July 20, 2021 |
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): July 19, 2021 INVESTINDUSTRIAL ACQUISITION CORP. |
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| July 20, 2021 |
Exhibit 99.1 Antonio Gatti: Ladies and gentlemen, welcome to the Zegna Group Investor Presentation. My name is Antonio Gatti; I am a Managing Principal of Investindustrial that is the sponsor of the Investindustrial Acquisition Corporation and I will take you through a brief introduction. Let me move to Page 1 of the presentation. As you know, Investindustrial has built its success and reputation |
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| July 20, 2021 |
Form 8-K 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 19, 2021 INVESTINDUSTRIAL ACQUISITION CORP. |
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| July 19, 2021 |
Form of Subscription Agreement (Other) Exhibit 10.2 SUBSCRIPTION AGREEMENT Ermenegildo Zegna Holditalia S.p.A. Via Roma 99/100 Valdilana (Biella) Italy Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James?s Square London SW1Y 4LB United Kingdom This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into as of the date set forth on the signature page hereto, by and among Investindustrial Acquisition Corp |
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| July 19, 2021 |
Form of Subscription Agreement (Insider PIPE Subscribers) Exhibit 10.3 SUBSCRIPTION AGREEMENT Ermenegildo Zegna Holditalia S.p.A. Via Roma 99/100 Valdilana (Biella) Italy Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James?s Square London SW1Y 4LB United Kingdom This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into as of the date set forth on the signature page hereto, by and among Investindustrial Acquisition Corp |
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| July 19, 2021 |
Form of Subscription Agreement Exhibit 10.1 SUBSCRIPTION AGREEMENT Ermenegildo Zegna Holditalia S.p.A. Via Roma 99/100 Valdilana (Biella) Italy Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James?s Square London SW1Y 4LB United Kingdom This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into as of the date set forth on the signature page hereto, by and among Investindustrial Acquisition Corp |
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| July 19, 2021 |
Exhibit 99.3 Ermenegildo Zegna Holditalia S.p.A. and subsidiaries Consolidated Financial Statements as of December 31, 2020 1 Ermenegildo Zegna Holditalia S.p.A. Consolidated Financial Statements for the Year Ended 31 December 2020 Contents Page Letter of the Chairman of Board of Directors and CEO of the Group 3 Report on Operation 5 Consolidated statement of profit and loss 18 Consolidated statem |
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| July 19, 2021 |
Exhibit 99.3 Ermenegildo Zegna Holditalia S.p.A. and subsidiaries Consolidated Financial Statements as of December 31, 2020 1 Ermenegildo Zegna Holditalia S.p.A. Consolidated Financial Statements for the Year Ended 31 December 2020 Contents Page Letter of the Chairman of Board of Directors and CEO of the Group 3 Report on Operation 5 Consolidated statement of profit and loss 18 Consolidated statem |
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| July 19, 2021 |
Exhibit 10.5 COMPANY SUPPORT AGREEMENT This COMPANY SUPPORT AGREEMENT (this ?Agreement?), dated as of July 18, 2021, is entered into by and among Investindustrial Acquisition Corp., a Cayman Islands exempted company (?IIAC?), Ermenegildo Zegna Holditalia S.p.A, a joint stock company incorporated under Italian law (the ?Company?), and the undersigned shareholders of the Company (such shareholders, |
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| July 19, 2021 |
Exhibit 10.4 SPONSOR LETTER AGREEMENT This SPONSOR LETTER AGREEMENT (this ?Agreement?), dated as of July 18, 2021, is made by and among Investindustrial Acquisition Corp. L.P., a limited partnership incorporated in England and Wales (the ?Sponsor?), the other holders of IIAC Class B Shares set forth on Schedule I hereto (the ?Other Class B Holders?, and together with the Sponsor, collectively, the |
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| July 19, 2021 |
Exhibit 2.1 Execution Version BUSINESS COMBINATION AGREEMENT BY AND AMONG ERMENEGILDO ZEGNA HOLDITALIA S.P.A., INVESTINDUSTRIAL ACQUISITION CORP., AND EZ CAYMAN DATED AS OF JULY 18, 2021 TABLE OF CONTENTS PAGE ARTICLE 1 CERTAIN DEFINITIONS 3 Section 1.1 Definitions 3 Section 1.2 Certain Defined Terms 14 ARTICLE 2 CLOSING TRANSACTIONS 16 Section 2.1 Closing Transactions 16 Section 2.2 Closing 18 Se |
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| July 19, 2021 |
Exhibit 10.5 COMPANY SUPPORT AGREEMENT This COMPANY SUPPORT AGREEMENT (this ?Agreement?), dated as of July 18, 2021, is entered into by and among Investindustrial Acquisition Corp., a Cayman Islands exempted company (?IIAC?), Ermenegildo Zegna Holditalia S.p.A, a joint stock company incorporated under Italian law (the ?Company?), and the undersigned shareholders of the Company (such shareholders, |
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| July 19, 2021 |
Form 8-K 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 18, 2021 INVESTINDUSTRIAL ACQUISITION CORP. |
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| July 19, 2021 |
Form 8-K 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 18, 2021 INVESTINDUSTRIAL ACQUISITION CORP. |
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| July 19, 2021 |
Exhibit 99.4 Ermenegildo Zegna Holditalia S.p.A. and subsidiaries Consolidated Financial Statements as of December 31, 2019 1 Ermenegildo Zegna Holditalia S.p.A. Consolidated Financial Statements for the Year Ended 31 December 2019 Contents Page Letter of the Chairman of Board of Directors and CEO of the Group 3 Report on Operation 5 Consolidated statement of profit and loss 18 Consolidated statem |
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| July 19, 2021 |
Form of Subscription Agreement (Insider PIPE Subscribers) Exhibit 10.3 SUBSCRIPTION AGREEMENT Ermenegildo Zegna Holditalia S.p.A. Via Roma 99/100 Valdilana (Biella) Italy Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James?s Square London SW1Y 4LB United Kingdom This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into as of the date set forth on the signature page hereto, by and among Investindustrial Acquisition Corp |
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| July 19, 2021 |
Exhibit 99.2 Investor presentation July 2021 CONFIDENTIALExhibit 99.2 Investor presentation July 2021 CONFIDENTIAL A LEADING, MODERN AND INTEGRATED GROUP? ZEGNA SEGMENT THOM BROWNE SEGMENT The Group at a glance Branded Products 1 1 Branded Products 2 Other ? ?Create something ? At the forefront Textile & 1% Strategic Alliances that people want, an idea, of the modern man ?1.2bn THOM BROWNE. 13% co |
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| July 19, 2021 |
Exhibit 99.4 Ermenegildo Zegna Holditalia S.p.A. and subsidiaries Consolidated Financial Statements as of December 31, 2019 1 Ermenegildo Zegna Holditalia S.p.A. Consolidated Financial Statements for the Year Ended 31 December 2019 Contents Page Letter of the Chairman of Board of Directors and CEO of the Group 3 Report on Operation 5 Consolidated statement of profit and loss 18 Consolidated statem |
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| July 19, 2021 |
Exhibit 99.2 Investor presentation July 2021 CONFIDENTIALExhibit 99.2 Investor presentation July 2021 CONFIDENTIAL A LEADING, MODERN AND INTEGRATED GROUP? ZEGNA SEGMENT THOM BROWNE SEGMENT The Group at a glance Branded Products 1 1 Branded Products 2 Other ? ?Create something ? At the forefront Textile & 1% Strategic Alliances that people want, an idea, of the modern man ?1.2bn THOM BROWNE. 13% co |
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| July 19, 2021 |
Exhibit 2.1 Execution Version BUSINESS COMBINATION AGREEMENT BY AND AMONG ERMENEGILDO ZEGNA HOLDITALIA S.P.A., INVESTINDUSTRIAL ACQUISITION CORP., AND EZ CAYMAN DATED AS OF JULY 18, 2021 TABLE OF CONTENTS PAGE ARTICLE 1 CERTAIN DEFINITIONS 3 Section 1.1 Definitions 3 Section 1.2 Certain Defined Terms 14 ARTICLE 2 CLOSING TRANSACTIONS 16 Section 2.1 Closing Transactions 16 Section 2.2 Closing 18 Se |
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| July 19, 2021 |
Exhibit 99.1 ERMENEGILDO ZEGNA GROUP, A LEADING GLOBAL LUXURY GROUP, TO BECOME A PUBLICLY TRADED COMPANY LISTED ON NYSE BY COMBINING WITH INVESTINDUSTRIAL ACQUISITION CORP. ? Zegna Family to Retain Control with a Stake of approx. 62%; Merged Entity will have an Anticipated Initial Enterprise Value of $3.2 Billion ? Group?s Vertical Integration and Made in Italy Luxury Textile, Clothing and Knitwea |
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| July 19, 2021 |
Exhibit 10.4 SPONSOR LETTER AGREEMENT This SPONSOR LETTER AGREEMENT (this ?Agreement?), dated as of July 18, 2021, is made by and among Investindustrial Acquisition Corp. L.P., a limited partnership incorporated in England and Wales (the ?Sponsor?), the other holders of IIAC Class B Shares set forth on Schedule I hereto (the ?Other Class B Holders?, and together with the Sponsor, collectively, the |
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| July 19, 2021 |
Form of Subscription Agreement Exhibit 10.1 SUBSCRIPTION AGREEMENT Ermenegildo Zegna Holditalia S.p.A. Via Roma 99/100 Valdilana (Biella) Italy Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James?s Square London SW1Y 4LB United Kingdom This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into as of the date set forth on the signature page hereto, by and among Investindustrial Acquisition Corp |
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| July 19, 2021 |
Exhibit 99.1 ERMENEGILDO ZEGNA GROUP, A LEADING GLOBAL LUXURY GROUP, TO BECOME A PUBLICLY TRADED COMPANY LISTED ON NYSE BY COMBINING WITH INVESTINDUSTRIAL ACQUISITION CORP. ? Zegna Family to Retain Control with a Stake of approx. 62%; Merged Entity will have an Anticipated Initial Enterprise Value of $3.2 Billion ? Group?s Vertical Integration and Made in Italy Luxury Textile, Clothing and Knitwea |
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| July 19, 2021 |
Form of Subscription Agreement (Other) Exhibit 10.2 SUBSCRIPTION AGREEMENT Ermenegildo Zegna Holditalia S.p.A. Via Roma 99/100 Valdilana (Biella) Italy Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James?s Square London SW1Y 4LB United Kingdom This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into as of the date set forth on the signature page hereto, by and among Investindustrial Acquisition Corp |
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| June 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 d180190d10q.htm FORM 10-Q 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 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 INV |
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| May 27, 2021 |
EXHIBIT 21 LIST OF SUBSIDIARIES None. |
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| May 27, 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 Investindustrial A |
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| May 27, 2021 |
Description of Registrant’s Securities.* Exhibit 4.2 INVESTINDUSTRIAL ACQUISITION CORP. DESCRIPTION OF SECURITIES The following summary of the material terms of the securities of Investindustrial Acquisition Corp. (?we, ?us,? ?our? or ?the company?) 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 a |
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| May 21, 2021 |
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): May 20, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction of incorporation or o |
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| May 18, 2021 |
001-39720 SEC FILE NUMBER G4771L 121 (Units) G4771L 105 (Class A Ordinary Shares) G4771L 113 (Warrants) CUSIP NUMBER UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| March 31, 2021 |
Description of Registrant’s Securities.* Exhibit 4.2 INVESTINDUSTRIAL ACQUISITION CORP. DESCRIPTION OF SECURITIES The following summary of the material terms of the securities of Investindustrial Acquisition Corp. (?we, ?us,? ?our? or ?the company?) 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 a |
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| March 31, 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 Investindustrial Acquisition Corp |
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| March 31, 2021 |
EXHIBIT 21 LIST OF SUBSIDIARIES None. |
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| February 12, 2021 |
SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Investindustrial Acquisition Corp. (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE S0.0001 (Title of Class of Securities) G4771L105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design |
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| February 12, 2021 |
Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* Investindustrial Acquisition Corp. (Name of Issuer) Units (Title of Class of Securities) G4771L121 (CUSIP Number) Calendar Year 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| February 12, 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 shares of Class A ordinary share, $0.0001 par value per share, of Investindustrial Acquisition Corp., |
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| January 8, 2021 |
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): January 8, 2021 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction of incorporati |
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| January 8, 2021 |
EX-99.1 Exhibit 99.1 Investindustrial Acquisition Corp. Announces Separate Trading of its Class A Ordinary Shares and Warrants Commencing January 11, 2021 8th January, 2021—Investindustrial Acquisition Corp. (the “Company”), announced today that, commencing January 11, 2021, holders of the units sold in the Company’s public offering of 35,000,000 units, completed on November 23, 2020 and pursuant |
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| December 29, 2020 |
10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| December 1, 2020 |
EX-99.1 Exhibit 99.1 INVESTINDUSTRIAL ACQUISITION CORP. BALANCE SHEET November 23, 2020 Pro Forma Adjustments As Adjusted (Unaudited) (Unaudited) Assets: Current assets: Cash $ 3,049,950 $ (1,050,000 ) (b) $ 1,999,950 Prepaid expenses 808,447 — 808,447 Total current assets 3,858,397 (1,050,000 ) 2,808,397 Cash held in Trust Account 350,000,000 52,500,000 (a) 402,500,000 1,050,000 (b) (1,050,000 ) |
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| December 1, 2020 |
Financial Statements and Exhibits, Other Events - FORM 8-K Form 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): December 1, 2020 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction of incor |
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| November 30, 2020 |
EX-99.1 Exhibit 99.1 INVESTINDUSTRIAL ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of November 23, 2020 F-3 Notes to Financial Statement F-4 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Investindustrial Acquisition Corp. Opinion on the Financial Statement We h |
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| November 30, 2020 |
Financial Statements and Exhibits, Other Events - FORM 8-K Form 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): November 30, 2020 (November 23, 2020) INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other |
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| November 23, 2020 |
EX-1.1 Exhibit 1.1 EXECUTION VERSION 35,000,000 Units Investindustrial Acquisition Corp. UNDERWRITING AGREEMENT November 18, 2020 Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 As Representative of the several Underwriters Ladies and Gentlemen: Investindustrial Acquisition Corp., an exempted company incorporate |
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| November 23, 2020 |
Letter Agreement among the Registrant, the Sponsor and the Registrant’s officers and directors.(1) EX-10.4 Exhibit 10.4 November 23, 2020 Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James’ Square London SW1Y 4LB United Kingdom 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 Investindustrial Acquisition Corp., |
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| November 23, 2020 |
Administrative Services Agreement between the Registrant and the Sponsor.(1) EX-10.5 Exhibit 10.5 INVESTINDUSTRIAL ACQUISITION CORP. Suite 1, 3rd Floor, 11-12 St James’ Square London SW1Y 4LB United Kingdom November 23, 2020 Investindustrial Acquisition Corp. L.P. Suite 1, 3rd Floor, 11-12 St James’ Square London SW1Y 4LB United Kingdom Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registra |
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| November 23, 2020 |
EX-10.2 Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of November 23, 2020 by and between Investindustrial Acquisition Corp., 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 o |
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| November 23, 2020 |
EX-10.3 Exhibit 10.3 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of November 23, 2020, is made and entered into by and among Investindustrial Acquisition Corp., a Cayman Islands exempted company (the “Company”), Investindustrial Acquisition Corp. L.P., a limited partnership incorporated in England and Wales (the “Spo |
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| November 23, 2020 |
Forward Purchase Agreement between the Registrant and an affiliate of the Sponsor. (1) EX-10.6 Exhibit 10.6 FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this “Agreement”) is entered into as of November 18, 2020, by and between Investindustrial Acquisition Corp., 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 mer |
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| November 23, 2020 |
Warrant Agreement between Continental Stock Transfer & Trust Company and the Company.(1) EX-4.1 Exhibit 4.1 WARRANT AGREEMENT INVESTINDUSTRIAL ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated November 23, 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated November 23, 2020, is by and between Investindustrial Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant a |
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| November 23, 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): November 23, 2020 INVESTINDUSTRIAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-39720 98-1556465 (State or other jurisdiction of incorpora |
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| November 23, 2020 |
Private Placement Warrants Purchase Agreement between the Company and the Sponsor.(1) EX-10.1 Exhibit 10.1 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 November 18, 2020, is entered into by and between Investindustrial Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Investindustrial Acquisi |
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| November 23, 2020 |
Amended and Restated Memorandum and Articles of Association.(1) 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 INVESTINDUSTRIAL ACQUISITION CORP. (ADOPTED BY SPECIAL RESOLUTION DATED OCTOBER 27, 2020 AND EFFECTIVE ON OCTOBER 27, 2020) THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDU |
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| November 20, 2020 |
Investindustrial Acquisition Corp. 35,000,000 Units 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-249462 PROSPECTUS Investindustrial Acquisition Corp. $350,000,000 35,000,000 Units Investindustrial Acquisition Corp. is a newly incorporated blank check company incorporated as a Cayman Islands exempted company and incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reo |
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| November 18, 2020 |
8-A12B 1 d54358d8a12b.htm 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 INVESTINDUSTRIAL ACQUISITION CORP. (Exact Name Of Registrant As Specified In Its Charter) Cayman Islands 98-1556465 (State or other jurisdiction of incorporation or |
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| November 16, 2020 |
SEC Acceleration Request Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James’s Square London SW1Y 4LB United Kingdom November 16, 2020 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jennifer O’Brien Re: Investindustrial Acquisition Corp. Registration Statement on Form S-1 File No. 333-249462 Ladies |
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| November 16, 2020 |
Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James?s Square London SW1Y 4LB United Kingdom November 16, 2020 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jennifer O?Brien Re: Investindustrial Acquisition Corp. Registration Statement on Form S-1 File No. 333-249462 Ladies and Gentlemen: On Novemb |
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| November 16, 2020 |
Underwriters' Acceleration Request Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 November 16, 2020 VIA EDGAR Office of Electronics and Machinery Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jennifer O’Brien Re: Investindustrial Acquisit |
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| November 13, 2020 |
Amendment No. 3 to Form S-1 Table of Contents Filed with the U.S. Securities and Exchange Commission on November 13, 2020 under the Securities Act of 1933, as amended. Registration No. 333-249462 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Investindustrial Acquisition Corp. (Exact name o |
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| November 13, 2020 |
Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James?s Square London SW1Y 4LB United Kingdom November 13, 2020 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jennifer O?Brien Re: Investindustrial Acquisition Corp. Registration Statement on Form S-1 File No. 333-249462 Ladies and Gentlemen: Pursuant |
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| November 2, 2020 |
Amendment No. 2 to Form S-1 Table of Contents Filed with the U.S. Securities and Exchange Commission on November 2, 2020 under the Securities Act of 1933, as amended. Registration No. 333-249462 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Investindustrial Acquisition Corp. (Exact name of |
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| November 2, 2020 |
Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James?s Square London SW1Y 4LB United Kingdom November 2, 2020 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, NE Washington, D.C. 20549 Attn: Jennifer O?Brien Re: Investindustrial Acquisition Corp. Amendment No. 1 to Registration Statement on Form S-1 Filed |
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| October 20, 2020 |
Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James?s Square London SW1Y 4LB United Kingdom October 20, 2020 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, NE Washington, D.C. 20549 Attn: Jennifer O?Brien Re: Investindustrial Acquisition Corp. Registration Statement on Form S-1 Filed October 13, 2020 Fi |
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| October 20, 2020 |
EX-99.3 Exhibit 99.3 CONSENT OF DANTE ROSCINI Investindustrial Acquisition Corp., (the “Company”) intends to file a Registration Statement on Form S-l (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 cons |
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| October 20, 2020 |
EX-10.2 Exhibit 10.2 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2020, is made and entered into by and among Investindustrial Acquisition Corp., a Cayman Islands exempted company (the “Company”), Investindustrial Acquisition Corp. L.P., a limited partnership incorporated in England and Wales (the “Sponsor”), |
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| October 20, 2020 |
Amendment No.1 to Form S-1 Table of Contents Filed with the U.S. Securities and Exchange Commission on October 20, 2020 under the Securities Act of 1933, as amended. Registration No. 333-249462 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 Investindustrial Acquisition Corp. (Exact name of |
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| October 20, 2020 |
Specimen Class A Ordinary Share Certificate.** EX-4.2 Exhibit 4.2 SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE NUMBER SHARES INVESTINDUSTRIAL ACQUISITION CORP. 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 INVESTINDUSTRIAL ACQUISITION CORP. (THE |
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| October 20, 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 Investindustrial Acquisition Corp., 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 |
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| October 20, 2020 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.** EX-4.4 Exhibit 4.4 WARRANT AGREEMENT INVESTINDUSTRIAL ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2020, is by and between Investindustrial Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such ca |
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| October 20, 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 [●], 2020, by and between Investindustrial Acquisition Corp., 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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| October 20, 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 Investindustrial Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Investindustrial Acquisition Cor |
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| October 20, 2020 |
Consent of Michael Karangelen** EX-99.2 Exhibit 99.2 CONSENT OF MICHAEL KARANGELEN Investindustrial Acquisition Corp., (the “Company”) intends to file a Registration Statement on Form S-l (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 |
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| October 20, 2020 |
Form of Administrative Services Agreement between the Registrant and the Sponsor.** EX-10.5 Exhibit 10.5 INVESTINDUSTRIAL ACQUISITION CORP. Suite 1, 3rd Floor, 11-12 St James’ Square London SW1Y 4LB United Kingdom [●], 2020 Investindustrial Acquisition Corp. L.P. Suite 1, 3rd Floor, 11-12 St James’ Square London SW1Y 4LB United Kingdom Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration sta |
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| October 20, 2020 |
EX-99.4 Exhibit 99.4 CONSENT OF TENSIE WHELAN Investindustrial Acquisition Corp., (the “Company”) intends to file a Registration Statement on Form S-l (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 cons |
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| October 20, 2020 |
Specimen Warrant Certificate.** 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 Investindustrial Acquisition Corp. Incorporated Under the Laws of the Cayman Islands CUSIP [●] Warrant Certificate This Warrant Certificate certifies that [ ], or registered assigns, is the registered holder of [ |
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| October 20, 2020 |
EX-4.1 Exhibit 4.1 SPECIMEN UNIT CERTIFICATE NUMBER UNITS U- SEE REVERSE FOR CERTAIN Investindustrial Acquisition Corp. 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 shar |
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| October 20, 2020 |
Form of Underwriting Agreement.** EX-1.1 Exhibit 1.1 35,000,000 Units Investindustrial Acquisition Corp. UNDERWRITING AGREEMENT [•], 2020 Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 As Representative of the several Underwriters Ladies and Gentlemen: Investindustrial Acquisition Corp., an exempted company incorporated under the laws of the Ca |
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| October 20, 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 INVESTINDUSTRIAL ACQUISITION CORP. Auth Code: E97290524824 www.verify.gov.ky THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF INVESTINDUSTRIAL ACQUISITION CORP. 1 The name of the Company is Inves |
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| October 20, 2020 |
Promissory Note, dated as of September 10, 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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| October 20, 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 INVESTINDUSTRIAL ACQUISITION CORP. (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 |
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| October 20, 2020 |
EX-10.8 Exhibit 10.8 [•], 2020 Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James’ Square London SW1Y 4LB United Kingdom 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 Investindustrial Acquisition Corp., a Cayma |
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| October 20, 2020 |
EX-99.1 Exhibit 99.1 CONSENT OF SERGIO ERMOTTI Investindustrial Acquisition Corp., (the “Company”) intends to file a Registration Statement on Form S-l (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 con |
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| October 20, 2020 |
EX-10.7 Exhibit 10.7 Investindustrial Acquisition Corp. Suite 1, 3rd Floor, 11-12 St James’s Square London SW1Y 4LB United Kingdom September 10, 2020 Investindustrial Acquisition Corp. L.P. Suite 1, 3rd Floor, 11-12 St James’s Square London SW1Y 4LB United Kingdom RE: Securities Subscription Agreement Gentlemen: This agreement (this “Agreement”) is entered into on September 10, 2020 by and between |
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| October 20, 2020 |
Form of Indemnity Agreement.** EX-10.4 Exhibit 10.4 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2020, by and between Investindustrial Acquisition Corp., 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 (including, but not l |
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| October 13, 2020 |
Power of Attorney (included on signature page to the initial filing of this Registration Statement). Form S-1 Table of Contents Filed with the U.S. Securities and Exchange Commission on October 13, 2020 under the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Investindustrial Acquisition Corp. (Exact name of registrant as specified in its charter) Cay |
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| September 18, 2020 |
Table of Contents This is a confidential draft submission to the U.S. Securities and Exchange Commission on September 18, 2020 and is not being filed under the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Investindustrial Acquisition Corp. (Exact nam |
