U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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
JM GLOBAL HOLDING COMPANY
(Exact Name of Registrant as Specified in Its Charter)
Delaware | 47-3709051 | |
(State of Incorporation or Organization) | (I.R.S. Employer Identification No.) | |
1615 South Congress Avenue, Suite 103 | ||
Delray Beach, FL | 33445 | |
(Address of Principal Executive Offices) | (Zip Code) | |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box. ☒ | If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box. ☐ |
Securities Act registration statement file number to which this form relates: | 333-204995 | |
(If applicable) | ||
Securities to be registered pursuant to Section 12(b) of the Act: |
Title of Each Class to be Registered |
Name of Each Exchange on Which Each Class is to be Registered |
|
Units, each consisting of one share of Common Stock and one Warrant | The NASDAQ Capital Market LLC | |
Common Stock, par value $0.0001 per share | The NASDAQ Capital Market LLC | |
Warrants, each to purchase one-half of one share of Common Stock | The NASDAQ Capital Market LLC |
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
Item 1. Description of Registrant’s Securities to be Registered.
The securities to be registered hereby are the units, common stock and warrants of JM Global Holding Company (the “Company” or the “Registrant”). The description of the Company’s units, common stock and warrants contained under the heading “Description of Securities” in the registration statement initially filed by the Company with the Securities and Exchange Commission on June 16, 2015, as amended from time to time (File No. 333-204995) (the “Registration Statement”), to which this Form 8-A relates is incorporated herein by reference. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that are subsequently filed are hereby also incorporated by reference herein.
Item 2. Index to Exhibits.
3.1(a) | Certificate of Incorporation (included in the Registrant’s Registration Statement on Form S-1 (File No. 333-204995) filed on June 16, 2015 and incorporated herein by reference) | |
3.1(b) | Form of Amended and Restated Certificate of Incorporation (included in Amendment No. 3 to the Registrant’s Registration Statement on Form S-1 (File No. 333-204995) filed on July 10, 2015 and incorporated herein by reference) | |
3.2 | Bylaws (included in the Registrant’s Registration Statement on Form S-1 (File No. 333-204995) filed on June 16, 2015 and incorporated herein by reference) | |
4.1 | Specimen Unit Certificate (included in the Registrant’s Registration Statement on Form S-1 (File No. 333-204995) filed on June 16, 2015 and incorporated herein by reference) | |
4.2 | Specimen Common Stock Certificate (included in the Registrant’s Registration Statement on Form S-1 (File No. 333-204995) filed on June 16, 2015 and incorporated herein by reference) | |
4.3 | Specimen Warrant Certificate (included in the Registrant’s Registration Statement on Form S-1 (File No. 333-204995) filed on June 16, 2015 and incorporated herein by reference) | |
4.4 | Form of Warrant Agreement between Continental Stock Transfer and Trust Company and the Registrant (included in Amendment No. 3 to the Registrant’s Registration Statement on Form S-1 (File No. 333-204995) filed on July 10, 2015 and incorporated herein by reference) | |
4.5 |
Form of Unit Purchase Option between the Registrant and Cantor Fitzgerald & Co. (included in Amendment No. 1 to the Registrant’s Registration Statement on Form S-1 (File No. 333-204995) filed on July 2, 2015 and incorporated herein by reference) |
|
10.1 | Form of Investment Management Trust Account Agreement between Continental Stock Transfer and Trust Company and the Registrant (included in Amendment No. 3 to the Registrant’s Registration Statement on Form S-1 (File No. 333-204995) filed on July 10, 2015 and incorporated herein by reference) | |
10.2 | Form of Registration Rights Agreement among the Registrant and certain security holders (included in the Registrant’s Registration Statement on Form S-1 (File No. 333-204995) filed on June 16, 2015 and incorporated herein by reference) |
2 |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
JM GLOBAL HOLDING COMPANY | ||
Date: July 23, 2015 | By: | /s/ Tim Richerson |
Tim Richerson President and Chief Executive Officer |
3