Emmis Acquisition Corp 8-K, filed Oct 16, 2025
Emmis Acquisition Corp. (EMIS)
About this 8-K
Emmis Acquisition Corp filed this 8-K on October 16, 2025, reporting on events of October 15, 2025.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
(Address of principal executive offices, including zip code)
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 class | Trading Symbol(s) | Name
of each exchange on which registered | ||
| The Stock Market LLC | ||||
| The Stock Market LLC | ||||
| upon the consummation of the initial business combination | The Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company 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 October 15, 2025, Emmis Acquisition Corp. (the “Company’) issued a press release announcing that, effective October 22, 2025, the Company’s units will no longer trade and that the Company’s Class A ordinary shares and rights, which together comprise the units, will commence trading separately. The Class A ordinary shares and rights will be listed on The Nasdaq Global Market under the symbols “EMIS” and “EMISR”, respectively. The unit separation is mandatory and automatic, and no action is required by holder of units.
A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are being filed herewith:
| Exhibit No. | Description | |
| 99.1 | Press Release, dated October 15, 2025. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
1
SIGNATURE
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.
| Emmis Acquisition Corp. | |||
| By: | /s/ Peter Goldstein | ||
| Name: | Peter Goldstein | ||
| Title: | Chief Executive Officer | ||
| Dated: October 15, 2025 | |||
2
Exhibit 99.1
Emmis Acquisition Corp. Announces Upcoming Automatic Unit Separation
New York, NY, October 15, 2025 (GLOBE NEWSWIRE) – Emmis Acquisition Corp. (NASDAQ: EMISU) (the “Company”) announced today that, effective as of October 22, 2025, the Company’s units will no longer trade, and that the Company’s Class A ordinary shares and rights, which together comprise the units, will commence trading separately. The Class A ordinary shares and rights will be listed on the Nasdaq Global Market and trade with the ticker symbols “EMIS” and “EMISR”, respectively. This is a mandatory and automatic separation, and no action is required by the holders of units.
Each unit consists of one Class A ordinary share and one right. Each right entitles the holder to receive one-tenth (1/10) of one Class A ordinary share upon the consummation of the Company’s initial business combination. In the separation, unit owners will receive the number of Class A ordinary shares underlying their units and the number of rights underlying such units. No fractional shares will be issued upon conversion of any rights and instead, fractional shares will either be rounded down to the nearest whole share or otherwise addressed in accordance with the applicable provisions of Cayman Islands law and our amended and restated memorandum and articles of association. Accordingly, a holder must have 10 rights to receive one Class A ordinary share at the closing of the Company’s initial business combination.
Purchases of units that are made after market close on October 15, 2025, may not settle prior to the unit separation date and, accordingly, the number of rights issued to such purchasers may not reflect the rights underlying such recently purchased units.
About Emmis Acquisition Corp.
Emmis Acquisition Corp. is a blank check company formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The Company may pursue an acquisition opportunity in any business or industry or at any stage of its corporate evolution but will focus on industrial and business services, manufacturing, transportation, and/or distribution and/or technology sectors.
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, including those set forth in the risk factors section of the prospectus used in connection with the Company’s initial public offering. 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, except as required by law.
Contact:
Emmis Acquisition Corp.
Investor Relations
Allison Tomek
Equilitix
allison@equilitix.com