Основная статистика
LEI | 2221005WKTZH3IIPBT21 |
CIK | 1766146 |
SEC Filings
SEC Filings (Chronological Order)
February 11, 2022 |
SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Union Acquisition Corp. II (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G9402Q100 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Stat |
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October 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File No. 001-39089 UNION ACQUISITION CORP. II (Exact name of registrant as specified in |
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October 5, 2021 |
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): September 29, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39089 N/A (State or other jurisdiction of incorporation) (Commi |
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October 5, 2021 |
Amended and Restated Articles of Association of Union Acquisition Corp. II Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF Union Acquisition Corp. II (Adopted by Special Resolution dated 22 September 2021 Effective on 29 September 2021) THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF Uni |
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October 1, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): September 29, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39089 N/A (State or other jurisdiction of incorporation) (Commi |
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October 1, 2021 |
Exhibit 99.1 Procaps Group Completes Business Combination with Union Acquisition Corp. II Combined Company to Begin Trading on the Nasdaq Global Market? Under ?PROC? and ?PROCW? On September 30, 2021 Approximately $160 Million of Gross Proceeds Strategically Positions Procaps, a Leading Global Pharmaceutical Technology and Healthcare Company Based in Latin America, to Accelerate M&A Roll-Up Initia |
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September 23, 2021 |
Exhibit 99.1 Union Acquisition Corp. II Announces Shareholder Approval of Business Combination with Procaps Group Union Acquisition Corp. II (?LATN?) Shareholders Approve the Proposed Business Combination with Procaps Group and the Parties Agree to Close by September 30, 2021 Following the Closing of the Business Combination the Combined Company is expected to Trade on the Nasdaq Global Market? Un |
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September 23, 2021 |
Submission of Matters to a Vote of Security Holders, Other Events, Financial Statements and Exhibits 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): September 23, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39089 N/A (State or other jurisdiction of incorporation) (Commi |
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September 23, 2021 |
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): September 23, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39089 N/A (State or other jurisdiction of incorporation) (Commi |
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September 23, 2021 |
Exhibit 99.1 Union Acquisition Corp. II Announces Shareholder Approval of Business Combination with Procaps Group Union Acquisition Corp. II (?LATN?) Shareholders Approve the Proposed Business Combination with Procaps Group and the Parties Agree to Close by September 30, 2021 Following the Closing of the Business Combination the Combined Company is expected to Trade on the Nasdaq Global Market? Un |
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September 22, 2021 |
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): September 22, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation) 001-39089 (Commissio |
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September 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 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): September 22, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation) 001-39089 (Commissio |
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September 17, 2021 |
Filed by Union Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form F-4 File No.: 333-257222 Subject Companies: Procaps Group, S.A. Union Acquisition Corp. II Commission File No.: 001-39089 Date: September 17, 2021 Below is a joint press release made by Union Acquisition Corp. II and Proca |
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September 16, 2021 |
LATN / Union Acquisition Corp II / Feis Lawrence Michael - SCHEDULE 13G/A Passive Investment OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number:3235-0145 Expires:Febuary 28, 2009 Estimated average burden hours per response ....10.4 SCHEDULE 13G Under the Securities and Exchange Act of 1934 (Amendment No. 1 )* Union Acquisition Corp. II (Name of Issuer) Ordinary shares, $0.0001 par value (Title of Class of Securities) G9402Q100 (CUSIP Number) Se |
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September 9, 2021 |
Filed by Union Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form F-4 File No.: 333-257222 Subject Companies: Procaps Group, S.A. Union Acquisition Corp. II Commission File No.: 001-39089 The following is a joint press release made by Union Acquisition Corp. II and Procaps Group, S.A. on |
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August 30, 2021 |
LATN / Union Acquisition Corp II / Feis Lawrence Michael - SCHEDULE 13G Passive Investment OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number:3235-0145 Expires:Febuary 28, 2009 Estimated average burden hours per response ....10.4 SCHEDULE 13G Under the Securities and Exchange Act of 1934 (Amendment No. )* Union Acquisition Corp. II (Name of Issuer) Ordinary shares, $0.0001 par value (Title of Class of Securities) G9402Q100 (CUSIP Number) Augu |
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August 27, 2021 |
Filed by Union Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form F-4 File No.: 333-257222 Subject Companies: Procaps Group, S.A. Union Acquisition Corp. II Commission File No.: 001-39089 The following is a joint press release made by Union Acquisition Corp. II and Procaps Group, S.A. on |
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August 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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August 23, 2021 |
Filed by Union Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form F-4 File No.: 333-257222 Subject Companies: Procaps Group, S.A. Union Acquisition Corp. II Commission File No.: 001-39089 The following is a joint press release made by Union Acquisition Corp. II and Procaps Group, S.A. on |
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August 23, 2021 |
Filed by Union Acquisition Corp. II pursuant to Filed by Union Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form F-4 File No.: 333-257222 Subject Companies: Procaps Group, S.A. Union Acquisition Corp. II Commission File No.: 001-39089 Date: August 23, 2021 The Future of Innovation in Pharmaceutical Oral Delivery Systems Video Script |
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August 19, 2021 |
Filed by Union Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form F-4 File No.: 333-257222 Subject Companies: Procaps Group, S.A. Union Acquisition Corp. II Commission File No.: 001-39089 The below is an excerpt from the presentation to be used by Union Acquisition Corp. II (“Union”) and |
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August 17, 2021 |
Filed by Procaps Group pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form F-4 File No. |
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August 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39089 UNION ACQUISITION CORP. |
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August 12, 2021 |
Filed by Procaps Group pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form F-4 File No. |
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July 26, 2021 |
Filed by Procaps Group pursuant to Filed by Procaps Group pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form F-4 File No. |
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July 26, 2021 |
Filed by Procaps Group pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form F-4 File No. |
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June 21, 2021 |
425 1 ea143064-425unionacq2.htm 425 Filed by Union Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Union Acquisition Corp. II Commission File No.: 001-39089 Procaps Group Announces Filing of Registration Statement on Form F-4 in Connection With its Proposed Business Combin |
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June 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39089 UNION ACQUISITION CORP. |
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June 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period ended September 30, 2020 Commission File Number 001-39089 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or Other Jurisdiction (I.R.S. Employer of Incorp |
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June 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39089 UNION ACQUISITION |
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June 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 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): June 10, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation) 001-39089 (Commission Fil |
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June 10, 2021 |
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): June 10, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation) 001-39089 (Commission Fil |
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May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-39089 CUSIP NUMBER: G9402Q100 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2021 ☐ Transition Report on Form 10 -K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra |
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May 13, 2021 |
425 1 ea140847-425unionacq2.htm FORM 425 Filed by Union Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Union Acquisition Corp. II Commission File No.: 001-39089 Procaps Group Reports Record First Quarter 2021 Financial Results First Quarter 2021 Net Revenues Increased 36% |
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April 19, 2021 |
Press Release, dated April 19, 2021 Exhibit 99.1 Union Acquisition Corp. II Announces Shareholder Approval of Extension of Deadline to Complete Business Combination NEW YORK, NY ? April 19, 2021 ? Union Acquisition Corp. II (NASDAQ: LATN, LATNU, LATNW) (?LATN?), a special purpose acquisition company founded by Kyle P. Bransfield, announced today that its shareholders approved an extension of the date by which it has to complete an i |
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April 19, 2021 |
425 1 ea139642-425unionacq2.htm FORM 425 Filed by Union Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Union Acquisition Corp. II Commission File No.: 001-39089 Union Acquisition Corp. II Announces Shareholder Approval of Extension of Deadline to Complete Business Combina |
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April 19, 2021 |
DEFA14A 1 ea139644-8kunionacq2.htm CURRENT REPORT 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): April 16, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39089 N/A (State |
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April 19, 2021 |
Exhibit 99.1 Union Acquisition Corp. II Announces Shareholder Approval of Extension of Deadline to Complete Business Combination NEW YORK, NY ? April 19, 2021 ? Union Acquisition Corp. II (NASDAQ: LATN, LATNU, LATNW) (?LATN?), a special purpose acquisition company founded by Kyle P. Bransfield, announced today that its shareholders approved an extension of the date by which it has to complete an i |
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April 19, 2021 |
Amendment to Amended and Restated Memorandum and Articles of Association Exhibit 3.1 AMENDMENTS TO THE AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF UNION ACQUISITION CORP. II UNION ACQUISITION CORP. II (the ?Company?) RESOLUTIONS OF THE SHAREHOLDERS OF THE COMPANY RESOLVED, as a special resolution, that article 48.6(a) of the Amended and Restated Memorandum and Articles of Association of the Company be deleted and replaced as follows: ?(a) the Company |
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April 19, 2021 |
Exhibit 3.1 AMENDMENTS TO THE AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF UNION ACQUISITION CORP. II UNION ACQUISITION CORP. II (the ?Company?) RESOLUTIONS OF THE SHAREHOLDERS OF THE COMPANY RESOLVED, as a special resolution, that article 48.6(a) of the Amended and Restated Memorandum and Articles of Association of the Company be deleted and replaced as follows: ?(a) the Company |
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April 19, 2021 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders 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): April 16, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39089 N/A (State or other jurisdiction of incorporation) (Commissio |
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April 13, 2021 |
425 1 ea139427-425unionacq2.htm FORM 425 Filed by Union Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Union Acquisition Corp. II Commission File No.: 001-39089 Procaps Group Appoints Dr. Camilo Camacho as President of the Organization Senior Executive from Abbott Laborat |
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April 12, 2021 |
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): April 12, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation) 001-39089 (Commission Fi |
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April 12, 2021 |
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): April 12, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39089 N/A (State or other jurisdiction of incorporation) (Commissio |
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April 12, 2021 |
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): April 12, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation) 001-39089 (Commission Fi |
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April 12, 2021 |
Merger Prospectus - CURRENT REPORT 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): April 12, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation) 001-39089 (Commission Fi |
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April 12, 2021 |
Merger Prospectus - CURRENT REPORT 425 1 ea139358-8kunionacq2.htm CURRENT REPORT 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): April 12, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39089 N/A (State or o |
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April 12, 2021 |
DEFA14A 1 ea139358-8kunionacq2.htm CURRENT REPORT 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): April 12, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39089 N/A (State |
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April 2, 2021 |
Exhibit 10.1 Form of Contribution and Exchange Agreement Dated 31 March 2021 [] (the Contributor) Procaps Group, S.A. (the Issuer) Crynssen Pharma Group Ltd (the Company) This Agreement (including all schedules, this ?Agreement?) is made on 31 March 2021 by and between: (1) [], a [] company, located in [], under registration number []; (the ?Contributor?); (2) Procaps Group, S.A., a public limited |
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April 2, 2021 |
Form of Subscription Agreement Exhibit 10.2 EXECUTION VERSION Dated March 31, 2021 UNION ACQUISITION CORP. II SUBSCRIPTION AGREEMENT Linklaters LLP 1290 Avenue of the Americas New York, NY 10104 Telephone (+1) 212 903 9000 Facsimile (+1) 212 903 9100 Ref L-302032 Table of Contents Contents Page 1 Subscription 1 2 Closing 2 3 Closing Conditions 3 4 Further Assurances 4 5 Company Representations and Warranties 4 6 Subscriber Repr |
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April 2, 2021 |
Exhibit 10.3 Execution Version TRANSACTION SUPPORT AGREEMENT This TRANSACTION SUPPORT AGREEMENT, dated as of March 31, 2021 (this ?Agreement?), is by and among (a) Crynssen Pharma Group Limited, a private limited liability company registered and incorporated under the laws of Malta (the ?Company?), (b) Procaps Group, S.A., a public limited liability company (soci?t? anonyme) governed by the laws o |
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April 2, 2021 |
Exhibit 10.3 Execution Version TRANSACTION SUPPORT AGREEMENT This TRANSACTION SUPPORT AGREEMENT, dated as of March 31, 2021 (this ?Agreement?), is by and among (a) Crynssen Pharma Group Limited, a private limited liability company registered and incorporated under the laws of Malta (the ?Company?), (b) Procaps Group, S.A., a public limited liability company (soci?t? anonyme) governed by the laws o |
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April 2, 2021 |
Exhibit 2.1 Execution Version BUSINESS COMBINATION AGREEMENT by and among UNION ACQUISITION CORP. II CRYNSSEN PHARMA GROUP LIMITED, PROCAPS GROUP, S.A. and OZLEM LIMITED Dated as of MARCH 31, 2021 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 3 Section 1.01 Certain Definitions 3 Section 1.02 Further Definitions 15 Section 1.03 Construction 18 ARTICLE II MERGER; POST-MERGER 19 Section 2.01 The Merge |
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April 2, 2021 |
Exhibit 10.1 Form of Contribution and Exchange Agreement Dated 31 March 2021 [] (the Contributor) Procaps Group, S.A. (the Issuer) Crynssen Pharma Group Ltd (the Company) This Agreement (including all schedules, this ?Agreement?) is made on 31 March 2021 by and between: (1) [], a [] company, located in [], under registration number []; (the ?Contributor?); (2) Procaps Group, S.A., a public limited |
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April 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 2, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39089 N/A (State or other jurisdiction of incorp |
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April 2, 2021 |
Exhibit 10.2 EXECUTION VERSION Dated March 31, 2021 UNION ACQUISITION CORP. II SUBSCRIPTION AGREEMENT Linklaters LLP 1290 Avenue of the Americas New York, NY 10104 Telephone (+1) 212 903 9000 Facsimile (+1) 212 903 9100 Ref L-302032 Table of Contents Contents Page 1 Subscription 1 2 Closing 2 3 Closing Conditions 3 4 Further Assurances 4 5 Company Representations and Warranties 4 6 Subscriber Repr |
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April 2, 2021 |
Exhibit 2.1 Execution Version BUSINESS COMBINATION AGREEMENT by and among UNION ACQUISITION CORP. II CRYNSSEN PHARMA GROUP LIMITED, PROCAPS GROUP, S.A. and OZLEM LIMITED Dated as of MARCH 31, 2021 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 3 Section 1.01 Certain Definitions 3 Section 1.02 Further Definitions 15 Section 1.03 Construction 18 ARTICLE II MERGER; POST-MERGER 19 Section 2.01 The Merge |
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April 2, 2021 |
Form of Registration Rights and Lock-Up Agreement Exhibit 10.4 FORM OF REGISTRATION RIGHTS AND LOCK-UP AGREEMENT THIS REGISTRATION RIGHTS AND LOCK-UP AGREEMENT (this ?Agreement?), dated as of 2021, is made and entered into by and among Procaps Group, S.A., a public limited liability company (soci?t? anonyme) governed by the laws of the Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies Register (Registre de Commerce |
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April 2, 2021 |
Exhibit 10.4 FORM OF REGISTRATION RIGHTS AND LOCK-UP AGREEMENT THIS REGISTRATION RIGHTS AND LOCK-UP AGREEMENT (this ?Agreement?), dated as of 2021, is made and entered into by and among Procaps Group, S.A., a public limited liability company (soci?t? anonyme) governed by the laws of the Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies Register (Registre de Commerce |
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April 2, 2021 |
Merger Prospectus - AMENDMENT NO. 1 TO FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 2, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39089 N/A (State or other jurisdiction of incorp |
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March 31, 2021 |
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): March 31, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation) 001-39089 (Commission Fi |
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March 31, 2021 |
Merger Prospectus - CURRENT REPORT 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): March 31, 2021 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorporation) 001-39089 (Commission Fi |
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March 31, 2021 |
Exhibit 99.2 1 Integrated Pharma Company Well Positioned to Drive Regional Consolidation March 2021 Procaps and Union Acquisition Corp. Present: A Business Combination Between Procaps Group and Union Acquisition Corp. II 2 Disclaimer Use of Projections This presentation was prepared for informational purposes only by Union Acquisition Corp . II (?Union,? ?UAC II,? or ?LATN?) and Crynssen Pharma Gr |
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March 31, 2021 |
Exhibit 99.1 Procaps Group, a Leading Global Pharmaceutical Technology and Healthcare Company Based in Latin America, Going Public via Merger with Union Acquisition Corp II ? Procaps Group is a family-owned Latin American pharmaceutical company established over 40 years ago that has grown into a leading integrated pharma company with a presence in 13 countries and product reach in 50 markets moder |
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March 31, 2021 |
Exhibit 99.1 Procaps Group, a Leading Global Pharmaceutical Technology and Healthcare Company Based in Latin America, Going Public via Merger with Union Acquisition Corp II ? Procaps Group is a family-owned Latin American pharmaceutical company established over 40 years ago that has grown into a leading integrated pharma company with a presence in 13 countries and product reach in 50 markets moder |
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March 31, 2021 |
Exhibit 99.2 1 Integrated Pharma Company Well Positioned to Drive Regional Consolidation March 2021 Procaps and Union Acquisition Corp. Present: A Business Combination Between Procaps Group and Union Acquisition Corp. II 2 Disclaimer Use of Projections This presentation was prepared for informational purposes only by Union Acquisition Corp . II (?Union,? ?UAC II,? or ?LATN?) and Crynssen Pharma Gr |
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March 31, 2021 |
425 1 ea138732-425unionacq2.htm FORM 425 Filed by Union Acquisition Corp. II pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Union Acquisition Corp. II Commission File No.: 001-39089 On March 31, 2021, representatives of Union Acquisition Corp. II (“Union II” or “SPAC”) and Crynssen Pharma Gro |
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March 15, 2021 |
DEF 14A 1 ea137629-def14aunionacqui2.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commiss |
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March 5, 2021 |
PRE 14A 1 ea137094-pre14aunionacqui2.htm PRELIMINARY PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commis |
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February 16, 2021 |
Quarterly Report - QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38563 UNION ACQUISITION CO |
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February 16, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Union Acquisition Corp II (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G9402Q100 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi |
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February 16, 2021 |
SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Union Acquisition Corp II (Name of Issuer) Ordinary Share, par value $0.0001 per share (Title of Class of Securities) G9402Q100 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to de |
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February 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Union Acquisition Corp. II (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G9402Q100 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi |
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February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Union Acquisition Corp. II (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G9402Q100 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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January 29, 2021 |
SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Union Acquisition Corp. II (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G9402Q100 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box |
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December 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-39089 CUSIP NUMBER: G9402Q100 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2020 ☐ Transition Report on Form 10 -K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ |
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December 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period ended September 30, 2020 Commission File Number 001-39089 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or Other Jurisdiction (I.R.S. Employer of Incorpor |
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August 13, 2020 |
Quarterly Report - QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38563 UNION ACQUISITION CORP. |
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May 7, 2020 |
Quarterly Report - QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38563 UNION ACQUISITION CORP. |
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February 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Union Acquisition Corp II (Name of Issuer) Ordinary share, par value $0.0001 (Title of Class of Securities) G9402Q100 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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February 13, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* UNION ACQUISITION CORP II. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G9402Q100 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa |
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February 13, 2020 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )* UNION ACQUISITION CORP. II (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G9402Q 100 (CUSIP Number) Decembe |
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February 12, 2020 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )* UNION ACQUISITION CORP. II (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G9402Q 100 (CUSIP Number) Decembe |
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February 6, 2020 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Union Acquisition Corp. II (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G9402Q100 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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February 4, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2019 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38563 UNION ACQUISITION CO |
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January 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Union Acquisition Corp. II (Name of Issuer) Ordinary Shares, $.0001 per share (Title of Class of Securities) G9402Q100 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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December 30, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period ended September 30, 2019 Commission File Number 001-39089 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or Other Jurisdiction of Incorporation) (I.R.S. Em |
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November 1, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Union Acquisition Corp. II (Name of Issuer) Ordinary Shares, $.0001 par value (Title of Class of Securities) G9402Q118 (CUSIP Number) October 22, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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November 1, 2019 |
Page 1 0 of 10 EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Ordinary Shares of Union Acquisition Corp. |
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October 28, 2019 |
Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS Report of Independent Registered Public Accounting Firm F-2 Financial Statement: Balance Sheet F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and the Board of Directors of Union Acquisition Corp. II Opinion on the Financial Statements We have audited the accompanying balance sheet of Un |
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October 28, 2019 |
Unregistered Sales of Equity Securities, Other Events, Financial Statements and Exhibits 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): October 22, 2019 UNION ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-39089 N/A (State or Other Jurisdiction (Commission (IRS Employer of I |
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October 28, 2019 |
UNION ACQUISITION CORP. II ANNOUNCES CLOSING OF $200 MILLION INITIAL PUBLIC OFFERING Exhibit 99.2 FOR IMMEDIATE RELEASE UNION ACQUISITION CORP. II ANNOUNCES CLOSING OF $200 MILLION INITIAL PUBLIC OFFERING New York, NY, October 22, 2019 ? Union Acquisition Corp. II (NASDAQ: LATNU) (the ?Company?) announced today that it closed its initial public offering of 20,000,000 units, including 2,500,000 units subject to the underwriters? over-allotment option, at $10.00 per unit. The offeri |
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October 21, 2019 |
Exhibit 10.5 Union Acquisition Corp. II 509 Madison Ave, Ninth Floor New York, NY 10022 October 17, 2019 Dan Fink 67 Prospect St Greenwich, CT 06830 Re: Consulting Services Ladies and Gentlemen: This letter agreement by and between Union Acquisition Corp. II (the ?Company?) and Dan Fink, dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Comp |
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October 21, 2019 |
Exhibit 10.2 SHARE ESCROW AGREEMENT SHARE ESCROW AGREEMENT, dated as of October 17, 2019 (?Agreement?), by and among UNION ACQUISITION CORP. II, a Cayman Islands exempted company (?Company?), the shareholders of the Company listed on Exhibit A hereto (collectively the ?Founders?) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (?Escrow Agent?). WHEREAS, the Company was forme |
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October 21, 2019 |
Administrative Services Agreement* Exhibit 10.4 UNION ACQUISITION CORP. II 444 Madison Ave, 34th Floor New York, NY 10022 October 17, 2019 UCG International Corp. 400 Madison Ave, Suite 11A New York, NY 10017 Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the ?Effective Date?) of the registration statement (the ?Registration Statement?) for the initial public offering (the ?IPO? |
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October 21, 2019 |
Exhibit 1.1 UNDERWRITING AGREEMENT between UNION ACQUISITION CORP. II and CANTOR FITZGERALD & CO. Dated: October 17, 2019 UNION ACQUISITION CORP. II UNDERWRITING AGREEMENT New York, New York October 17, 2019 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Union Acquisition Corp. |
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October 21, 2019 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of the 17th day of October, 2019, by and among Union Acquisition Corp. II, a Cayman Islands exempted company (the ?Company?), and the undersigned parties listed under Investors on the signature page hereto (each, an ?Investor? and collectively, the ?Investors?). WHEREAS, the Investor |
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October 21, 2019 |
UNION ACQUISITION CORP. II ANNOUNCES PRICING OF $175 MILLION INITIAL PUBLIC OFFERING Exhibit 99.1 UNION ACQUISITION CORP. II ANNOUNCES PRICING OF $175 MILLION INITIAL PUBLIC OFFERING New York, NY, October 17, 2019 ? Union Acquisition Corp. II (NASD: LATNU) (the ?Company?) announced today that it priced its initial public offering of 17,500,000 units at $10.00 per unit. The units will commence trading October 18, 2019 on Nasdaq under the symbol ?LATNU?. Each unit consists of one or |
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October 21, 2019 |
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): October 17, 2019 UNION ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-39089 N/A (State or Other Jurisdiction (Commission (IRS Employer of I |
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October 21, 2019 |
Exhibit 4.1 WARRANT AGREEMENT This agreement is made as of October 17, 2019 between Union Acquisition Corp. II, a Cayman Islands exempted company, with offices at 444 Madison Ave, 34th Floor, New York, NY 10022 (?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (?Warrant Agent?). WHEREAS, the Company is enga |
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October 21, 2019 |
Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of October 17, 2019 by and between Union Acquisition Corp. II (the ?Company?) and Continental Stock Transfer & Trust Company (?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, No. 333-233988 (?Registration Statement?) for its initial public offering of securities (?IPO?) has been declared effective as |
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October 21, 2019 |
Amended and Restated Memorandum and Articles of Association.* Exhibit 3.1 THE COMPANIES LAW (2018 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF Union Acquisition Corp. II (adopted by special resolution dated 17 october 2019) THE COMPANIES LAW (2018 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF Union Acquisition Corp. II (ad |
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October 18, 2019 |
$175,000,000 Union Acquisition Corp. II 17,500,000 Units Filed Pursuant to Rule 424(b)(4) Registration No.: 333-233988 PROSPECTUS $175,000,000 Union Acquisition Corp. II 17,500,000 Units Union Acquisition Corp. II is a Cayman Islands exempted company incorporated as a blank check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or other similar business combination wit |
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October 16, 2019 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 UNION ACQUISITION CORP. II (Exact Name of Registrant as Specified in Its Charter) Cayman Islands N/A (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 509 Madison Ave, Ninth Fl |
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October 15, 2019 |
[Remainder of Page Intentionally Left Blank] October 15, 2019 VIA EDGAR Ms. Amanda Ravitz Office of Manufacturing and Construction United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Union Acquisition Corp. II Registration Statement on Form S-1 Filed September 27, 2019, as amended File No. 333-233988 Dear Ms. Ravitz: Pursuant to Rule 461 of the General Rules and Regul |
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October 15, 2019 |
Union Acquisition Corp. II 509 Madison Ave, Ninth Floor New York, NY 10022 October 15, 2019 Union Acquisition Corp. II 509 Madison Ave, Ninth Floor New York, NY 10022 October 15, 2019 VIA EDGAR Ms. Amanda Ravitz Office of Manufacturing and Construction Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Union Acquisition Corp. II Registration Statement on Form S-1 File No. 333-233988 Dear Ms. Ravitz: Union Acquisition Corp. II (the ?Company?) hereby requests, |
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October 8, 2019 |
Specimen Warrant Certificate.** Exhibit 4.3 NUMBER - (SEE REVERSE SIDE FOR LEGEND) THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION DATE (DEFINED BELOW) WARRANTS UNION ACQUISITION CORP. II CUSIP G9402Q126 WARRANT THIS CERTIFIES THAT, for value received is the registered holder of a warrant or warrants (the ?Warrant?) of Union Acquisition Corp. II, a Cayman Islands exempted company (the ?Company?), expiring at 5 |
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October 8, 2019 |
Exhibit 10.6 [DATE] Gentlemen: Union Acquisition Corp. II (?Company?), a Cayman Islands exempted company structured as a blank check company formed for the purpose of acquiring one or more businesses or entities (a ?Business Combination?), intends to register its securities under the Securities Act of 1933, as amended (?Securities Act?), in connection with its initial public offering (?IPO?). The |
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October 8, 2019 |
Form of Underwriting Agreement. Exhibit 1.1 UNDERWRITING AGREEMENT between UNION ACQUISITION CORP. II and CANTOR FITZGERALD & CO. Dated: , 2019 UNION ACQUISITION CORP. II UNDERWRITING AGREEMENT New York, New York , 2019 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Union Acquisition Corp. II, a Cayman Island |
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October 8, 2019 |
Form of Administrative Services Agreement. Exhibit 10.7 UNION ACQUISITION CORP. II 444 Madison Ave, 34th Floor New York, NY 10022 , 2019 UCG International Corp. 400 Madison Ave, Suite 11A New York, NY 10017 Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the ?Effective Date?) of the registration statement (the ?Registration Statement?) for the initial public offering (the ?IPO?) of the s |
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October 8, 2019 |
Form of Registration Rights Agreement. Exhibit 10.5 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of the day of , 2019, by and among Union Acquisition Corp. II, a Cayman Islands exempted company (the ?Company?), and the undersigned parties listed under Investors on the signature page hereto (each, an ?Investor? and collectively, the ?Investors?). WHEREAS, the Investors and the Co |
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October 8, 2019 |
Exhibit 10.3 SHARE ESCROW AGREEMENT SHARE ESCROW AGREEMENT, dated as of [DATE] (?Agreement?), by and among UNION ACQUISITION CORP. II, a Cayman Islands exempted company (?Company?), the shareholders of the Company listed on Exhibit A hereto (collectively the ?Founders?) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (?Escrow Agent?). WHEREAS, the Company was formed for the |
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October 8, 2019 |
Amended and Restated Memorandum and Articles of Association. Exhibit 3.2 THE COMPANIES LAW (2018 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF Union Acquisition Corp. II (adopted by special resolution dated [ ] 2019) THE COMPANIES LAW (2018 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF Union Acquisition Corp. II (adopted b |
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October 8, 2019 |
Form of Business Combination Marketing Agreement. Exhibit 1.2 [Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022] [Atlantic Letterhead] [], 2019 Union Acquisition Corp. II 509 Madison Ave, Ninth Floor New York, NY 10022 Attn: [] Ladies and Gentlemen: This is to confirm our agreement whereby Union Acquisition Corp. II, a Cayman Islands company (?Company?), has requested [Cantor Fitzgerald & Co.] [Atlantic-Pacific Capital, Inc.] (the |
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October 8, 2019 |
Specimen Ordinary Share Certificate.** Exhibit 4.2 NUMBER SHARES C UNION ACQUISITION CORP. II INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS ORDINARY SHARES SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that CUSIP G9402Q100 is the owner of FULLY PAID AND NON-ASSESSABLE ORDINARY SHARES OF THE PAR VALUE OF US$0.0001 EACH OF UNION ACQUISITION CORP. II transferable on the books of the Company in person or by duly authorized attorne |
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October 8, 2019 |
Form of Compensation Committee Charter. Exhibit 99.3 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF UNION ACQUISITION CORP. II I. PURPOSES The Compensation Committee (the ?Committee?) is appointed by the Board of Directors (the ?Board?) of Union Acquisition Corp. II (the ?Company?) for the purposes of, among other things, (a) discharging the Board?s responsibilities relating to the compensation of the Company?s chief |
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October 8, 2019 |
Exhibit 4.1 NUMBER U- UNITS SEE REVERSE FOR CERTAIN DEFINITIONS Union Acquisition Corp. II CUSIP G9402Q118 UNITS CONSISTING OF ONE ORDINARY SHARE AND ONE REDEEMABLE WARRANT THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one (1) ordinary share, par value $0.0001 per share (?Ordinary Share?), of Union Acquisition Corp. II, a Cayman Islands exempted company (the ?Company?), |
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October 8, 2019 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of , 2019 by and between Union Acquisition Corp. II (the ?Company?) and Continental Stock Transfer & Trust Company (?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, No. 333-233988 (?Registration Statement?) for its initial public offering of securities (?IPO?) has been declared effective as of the da |
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October 8, 2019 |
Exhibit 10.1 [ , 2019] Union Acquisition Corp. II 444 Madison Ave, 34th Floor New York, NY 10022 (212) 981-0630 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Union Acquisition Corp. II, a Cayman Isla |
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October 8, 2019 |
Form of Nominating Committee Charter. Exhibit 99.2 Adopted: , 2019 NOMINATING COMMITTEE CHARTER OF UNION ACQUISITION CORP. II The responsibilities and powers of the Nominating Committee (the ?Nominating Committee?) of the Board of Directors (?Board?) of Union Acquisition Corp. II (the ?Company?), as delegated by the Board, are set forth in this charter. Whenever the Nominating Committee takes an action, it shall exercise its independe |
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October 8, 2019 |
Exhibit 10.4 PROMISSORY NOTE $200,000.00 As of December 31, 2018 Union Acquisition Corp. II (?Maker?) promises to pay to the order of Union Group International Holdings Limited (?Payee?) the principal sum of Two Hundred Thousand Dollars and No Cents ($200,000.00) in lawful money of the United States of America, on the terms and conditions described below. 1. Principal. The principal balance of thi |
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October 8, 2019 |
Memorandum and Articles of Association. Exhibit 3.1 THE COMPANIES LAW (2018 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF Union Acquisition Corp. II THE COMPANIES LAW (2018 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF Union Acquisition Corp. II 1 The name of the Company is Union Acquisition Corp. II. 2 The Registered Office of the Company sha |
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October 8, 2019 |
Exhibit 4.4 WARRANT AGREEMENT This agreement is made as of [DATE], 2019 between Union Acquisition Corp. II, a Cayman Islands exempted company, with offices at 444 Madison Ave, 34th Floor, New York, NY 10022 (?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (?Warrant Agent?). WHEREAS, the Company is engaged |
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October 8, 2019 |
Form of indemnification agreement. Exhibit 10.9 INDEMNIFICATION AGREEMENT This Agreement, made and entered into effective as of the day of , 2019 (?Agreement?), by and between Union Acquisition Corp. II, a Cayman Islands exempted company (?Company?), and (?Indemnitee?). WHEREAS, the adoption of the Sarbanes-Oxley Act of 2002 and other laws, rules and regulations being promulgated have increased the potential for liability of office |
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October 8, 2019 |
Form of Consulting Agreement between the Registrant and Dan Fink. Exhibit 10.8 Union Acquisition Corp. II 509 Madison Ave, Ninth Floor New York, NY 10022 , 2019 Dan Fink 67 Prospect St Greenwich, CT 06830 Re: Consulting Services Ladies and Gentlemen: This letter agreement by and between Union Acquisition Corp. II (the ?Company?) and Dan Fink, dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are fi |
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October 8, 2019 |
Exhibit 14 UNION ACQUISITION CORP. II CODE OF ETHICS 1. Introduction The Board of Directors of Union Acquisition Corp. II (the ?Company?) has adopted this code of ethics (the ?Code?), which is applicable to all directors, officers, and employees of the Company, with the intent to: ? promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest betwe |
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October 8, 2019 |
Form of Audit Committee Charter. Exhibit 99.1 Adopted: , 2019 AUDIT COMMITTEE CHARTER OF UNION ACQUISITION CORP. II Purpose The purposes of the Audit Committee (the ?Audit Committee?) of the Board of Directors (?Board?) of Union Acquisition Corp. II (?Company?) are to assist the Board in monitoring: (1) the integrity of the annual, quarterly, and other financial statements of the Company, (2) the independent auditor?s qualificati |
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October 8, 2019 |
As filed with the Securities and Exchange Commission on October 8, 2019. As filed with the Securities and Exchange Commission on October 8, 2019. Registration No. 333-233988 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incor |
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September 27, 2019 |
As filed with the Securities and Exchange Commission on September 27, 2019. As filed with the Securities and Exchange Commission on September 27, 2019. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 UNION ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorporation or organizati |
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August 13, 2019 |
This Draft Registration Statement has not been filed publicly with the Securities and Exchange Commission and all information contained herein remains confidential. |
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March 19, 2019 |
Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800 Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800 facsimile direct dial number (212) 818-8881 (212) 818-8638 email address [email protected] March 19, 2019 Division of Corporation Finance Office of Manufacturing and Construction Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Union Acquisition Corp. II Draft Reg |
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March 19, 2019 |
This Draft Registration Statement has not been filed publicly with the Securities and Exchange Commission and all information contained herein remains confidential. |
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February 6, 2019 |
This Draft Registration Statement has not been filed publicly with the Securities and Exchange Commission and all information contained herein remains confidential. |