Item 8.01 Other Events.
On January 7, 2021, the Company consummated its initial public offering (the
"IPO") of 23,000,000 units (the "Units"), including the issuance of 3,000,000
Units as a result of the underwriters' exercise of their over-allotment option.
Each Unit consists of one share of Class A Common Stock of the Company and
one-fifth of one redeemable warrant of the Company, each whole warrant entitling
the holder thereof to purchase one share of Class A Common Stock at an exercise
price of $11.50 per share. The Units were sold at a price of $10.00 per unit,
generating gross proceeds to the Company of $230,000,000.
Substantially concurrently with the consummation of the IPO, the Company
completed the private sale (the "Private Placement") of 5,066,667 Private
Placement Warrants at a purchase price of $1.50 per Private Placement Warrant,
to the Company's sponsor, Fortress Acquisition Sponsor III LLC, generating gross
proceeds to the Company of approximately $7,600,000.
A total of $230,000,000, comprised of $225,400,000 of the proceeds from the IPO,
including approximately $8,050,000 of the underwriters' deferred discount, and
$4,600,000 of the proceeds of the sale of the Private Placement Warrants, were
placed in a trust account maintained by Continental Stock Transfer & Trust
Company, acting as trustee. An audited balance sheet as of January 7, 2021
reflecting receipt of the proceeds upon consummation of the IPO and the Private
Placement has been issued by the Company and is included as Exhibit 99.1 to this
Current Report on Form 8-K/A.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description of Exhibits
99.1 Audited Balance Sheet, as of January 7, 2021.
104 Cover Page Interactive Data file (Embedded within the Inline
document).
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