Item 8.01. Other Events.
On September 8, 2021, Digital World Acquisition Corp., a Delaware corporation
(the "Company"), consummated its initial public offering (the "IPO") of
28,750,000 units (the "Units"), including 3,750,000 Units issued to EF Hutton,
division of Benchmark Investments, LLC (the "Representative") upon full exercise
of their over-allotment option. Each Unit consists of one share of Class A
common stock of the Company, par value $0.0001 per share ("Class A Common
Stock") and one-half of one redeemable warrant of the Company ("Warrant"), with
each whole Warrant entitling the holder thereof to purchase one share of Class A
Common Stock for $11.50 per share. The Units were sold at a price of $10.00 per
Unit, generating gross proceeds to the Company of $287,500,000.
The Class A Common Stock and Warrants comprising the Units were to begin
separate trading on January 14, 2022 subject to notice of earlier separate
trading by the Representative. On September 21, 2021, the Representative
notified the Company of its decision to allow early separate trading, commencing
on September 30, 2021.
On September 27, 2021, the Company issued a press release, a copy of which is
attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that the
holders of the Units may elect to separately trade the Class A Common Stock and
Warrants comprising the Units commencing on September 30, 2021. Those Units not
separated will continue to trade on the Nasdaq Stock Market LLC under the symbol
"DWACU," and the Class A Common Stock and Warrants that are separated will trade
on the Nasdaq Stock Market LLC under the symbols "DWAC" and "DWACW,"
respectively. No fractional warrants will be issued upon separation of the units
and only whole warrants will trade. Holders of the Units will need to have their
brokers contact Continental Stock Transfer & Trust Company, the Company's
transfer agent, in order to separate the Units into Class A Common Stock and
Warrants.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is filed with this Form 8-K:
Exhibit
No. Description of Exhibits
99.1 Press Release dated September 27, 2021
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