UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-A

 

 

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR (g) OF

THE SECURITIES EXCHANGE ACT OF l934

 

 

 

ALLIANCE ENTERTAINMENT HOLDING CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   85-2373325
(State or other jurisdiction of
incorporation or organization)
  (I.R.S. Employer
Identification No.)
   

8201 Peters Road, Suite 1000
Plantation, FL

(954) 255-4000

  33324
(Address of principal executive offices)   (Zip Code)

 

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

 

Title of each class

to be so registered

 

Name of each exchange on which

each class is to be registered

Class A common stock, par value $0.0001 per share   The Nasdaq Stock Market LLC
Redeemable warrants, exercisable for shares of Class A common stock at an exercise price of $11.50 per share   The Nasdaq Stock Market LLC

 

 

 

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), please check the following box. x

 

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), please check the following box. ¨

 

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ¨

 

Securities Act registration statement file number to which this form relates:

333-271219

 

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

None.

 

 

 

 

 

INFORMATION REQUIRED IN REGISTRATION STATEMENT

   

Item 1. Description of Registrant’s Securities to be Registered.

 

This Form 8-A12B hereby registers Alliance Entertainment Holding Corporation’s (the “Registrant”) Class A common stock, par value $0.0001 per share (the “Class A Common Stock”) and redeemable warrants to purchase shares of Class A Common Stock at an exercise price of $11.50 per share (the “Warrants”).

  

A detailed description of the Class A Common Stock and Warrants to be registered hereunder is set forth under the caption “Description of Securities” in the Registrant’s Registration Statement on Form S-1 (File No. 333-271219), as initially filed with the Securities and Exchange Commission on April 12, 2023 and subsequently amended, which description is incorporated herein by reference.

 

Item 2.  Exhibits

 

In accordance with the “Instructions as to Exhibits” with respect to Form 8-A, no exhibits are required to be filed as part of this registration statement because no other securities of the Registrant are registered on The Nasdaq Stock Market LLC and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.

  

 

 

 

SIGNATURE

 

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Dated: June 29, 2023

 

ALLIANCE ENTERTAINMENT HOLDING CORPORATION
     
By: /s/ Jeffrey Walker  
  Jeffrey Walker  
  Chief Executive Officer  

 

 


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