8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): April 12, 2019

Twelve Seas Investment Company

(Exact name of registrant as specified in its charter)

Cayman Islands	001-38540	82-3667722
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

135 E. 57th St., 18th Floor

New York, New York 10022

(Address of principal executive offices, including Zip Code)

(917) 208-6200

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined i as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 8.01 Other Events

On April 12, 2019, Twelve Seas Investment Company (the “Company”) issued a press release announcing that effective April 15, 2019, the ticker symbols for the Company’s units, ordinary shares, warrants and rights trading on The NASDAQ Capital Market will change from “TWLVU,” “TWLV,” “TWLVW” and “TWLVR,” respectively, to “BROGU,” “BROG,” “BROGW,” and “BROGR,” respectively.

A copy of such press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release, dated April 12, 2019

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Twelve Seas Investment Company
Date: April 12, 2019	By:	/s/ Stephen N. Cannon
		Stephen N. Cannon
		Chief Financial Officer

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EX-99.1

Exhibit 99.1

Twelve Seas Investment Company Announces Change of NASDAQ Ticker Symbols

New York, April 12, 2019 (GLOBE NEWSWIRE) -- Twelve Seas Investment Company (NASDAQ: TWLV) (“Twelve Seas” or the “Company”), a blank check company, hereby announces that effective on April 15, 2019 the Company’s securities listed on The NASDAQ Capital Market (“NASDAQ”) will begin trading under the ticker symbols: “BROG,” “BROGU,” “BROGR” and “BROGW,” with respect to its ordinary shares, units, rights and warrants, respectively.

The Company’s units began trading on NASDAQ on June 20, 2018 under the ticker symbol “TWLVU.” Each unit consists of one ordinary share, one warrant to purchase one ordinary share at a price of $11.50 per share, and one right to receive one-tenth of one ordinary share upon the consummation of the Company’s initial business combination.

Commencing on July 13, 2018, holders of the units could begin separate trading of the component securities. The ordinary shares, rights and warrants are listed on NASDAQ and trade under the ticker symbols “TWLV,” “TWLVR” and “TWLVW,” respectively.

About Twelve Seas Investment Company

Twelve Seas Investment Company is a blank check company formed for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities.

Twelve Seas Investment Company is led by Chairman Neil Richardson, Chief Executive Officer Dimitri Elkin, Chief Operating Officer Bryant B. Edwards, President Stephen A. Vogel, and Chief Financial Officer Stephen N. Cannon.

Forward Looking Statements

This press release includes forward-looking statements that involve risks and uncertainties. Forward looking statements are statements that are not historical facts. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ from the forward looking statements. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.

IR CONTACTS

Steve Cannon, CFO

Twelve Seas Investment Company

Long Long, VP of Finance, Twelve Seas Sponsors I LLC

+1 650 560 4753

Email: info@twelveseascapital.com

SOURCE Twelve Seas Investment Company