Iconic Sports Acquisition (ICNC)

Filed: 13 Dec 21, 7:43am





Washington, D.C. 20549









Pursuant to Section 13 or Section 15(d)

of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): December 13, 2021





(Exact name of registrant as specified in its charter)




Cayman Islands
(State or other jurisdiction of
or organization)
File Number)
(I.R.S. Employer
Identification No.)
190 Elgin Avenue
George Town, Grand Cayman
Cayman Islands

(Address of principal executive
(Zip Code)


+44 (0) 2703 93702

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))


Securities registered pursuant to Section 12(b) of the Act:


Title of each classTrading
Name of each exchange on
which registered
Units, each consisting of one Class A ordinary share, $0.0001 par value, and one-half of one redeemable warrantICNC.UThe New York Stock Exchange
Class A ordinary shares included as part of the UnitsICNCThe 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 $11.50ICNC WSThe New York Stock Exchange


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.


Emerging growth company x


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 December 13, 2021, Iconic Sports Acquisition Corp. (the “Company”) announced that the holders of the Company’s units (the “Units”) may elect to separately trade the Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and warrants (the “Warrants”) included in the Units commencing on December 13, 2021. Each Unit consists of one Class A Ordinary Share and one-half of one Warrant to purchase one Class A Ordinary Share. Any Units not separated will continue to trade on The New York Stock Exchange (the “NYSE”) under the symbol “ICNC.U.” Any underlying Class A Ordinary Shares and Warrants that are separated are expected to trade on the NYSE under the symbols “ICNC” and “ICNC WS,” respectively. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the holders’ Units into Class A Ordinary Shares and Warrants.


A copy of the press release issued by the Company announcing the separate trading of the Class A Ordinary Shares and Warrants underlying the Units is attached hereto as Exhibit 99.1.


Item 9.01.Financial Statements and Exhibits.



99.1 Press Release, dated December 13, 2021
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL Document)






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.




By:/s/ Fausto Zanetton
Name:Fausto Zanetton
Title:Chief Financial Officer and Co-Chief Executive Officer