8-K 1 v385870_8k.htm 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): August 5, 2014

1347 CAPITAL CORP.

(Exact name of registrant as specified in its charter)

Delaware	001-36541	46-5399422
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

150 Pierce Road, 6th Floor, Itasca IL 60143
(Address of principal executive offices, including Zip Code)

(847) 700-8064

(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))

Item 8.01. Other Events.

On August 5, 2014, 1347 Capital Corp. (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 Company’s units (the “Units”) may elect to separately trade the common stock, rights and warrants included in the Units commencing on or about August 7, 2014. Each Unit consists of one share of common stock, $0.0001 par value per share, one right to receive one-tenth (1/10) of a share of common stock automatically on the consummation of an initial business combination and one warrant to purchase one-half of one share of common stock. Those Units not separated will continue to trade on the NASDAQ Capital Market under the symbol “TFSCU,” and each of the common stock, rights and warrants are expected to separately trade on the NASDAQ Capital Market under the symbols “TFSC,” “TFSCR” and “TFSCW,” respectively.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
Number		Exhibit
99.1		Press Release of 1347 Capital Corp. dated August 5, 2014.

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.

Date: August 5, 2014

	1347 CAPITAL CORP.
	By:	/s/ Hassan R. Baqar
		Hassan R. Baqar
		Chief Financial Officer, Secretary and Director

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release of 1347 Capital Corp. dated August 5, 2014.