![]() 333-239421 and 333-239841) of Artius automatically became a redeemable warrant to acquire shares ofĪrtius Class A Common Stock (no changes were made to the terms of any issued and outstanding public warrants as a result of the Domestication) Įach then issued and outstanding unit of Artius that had not been previously separated into the underlying ArtiusĬlass A Ordinary Share and underlying warrant upon the request of the holder thereof, automatically entitled the holder thereof to one share of Artius Class A Common Stock and one-third of one Share of Class A common stock, par value $0.0001 per share, of Artius (the Artius Class A Common Stock) Įach then issued and outstanding redeemable warrant that was registered pursuant to the Registration Statements Artius Class A Ordinary Shares) converted automatically by operation of law, on a one-for-one basis, into a Of incorporation and a certificate of corporate domestication with the Secretary of State of the State of Delaware, under which Artius was domesticated and continues as a Delaware corporation, changing its name to Origin Materials, Inc.Īs a result of and upon the effective time of the Domestication, among other things:Įach then issued and outstanding Class A ordinary share, par value $0.0001 per share, of Artius (the 1Theĭomestication Proposal beginning on page 259 of Proxy Statement/Prospectus, Artius filed a notice of deregistration with the Cayman Islands Registrar of Companies, together with the necessary accompanying documents, and filed a certificate Statement, dated May 27, 2021 (the Proxy Statement/Prospectus) and filed with the Securities and Exchange Commission (the SEC) in the section titled Proposal No. On June 24, 2021, as previously disclosed and as contemplated by the Merger Agreement and described in the final prospectus and definitive proxy Merger and Reorganization, dated as of February 16, 2021 and amended by the letter agreement dated March 5, 2021 (the Merger Agreement). 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 ExchangeĪnnounced, Micromidas, Inc., a Delaware corporation doing business as Origin Materials ( Legacy Origin), Artius Acquisition Inc., a Cayman Islands exempted company ( Artius and, after theĭomestication as described below, the Company), and Zero Carbon Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Artius ( Merger Sub), entered into an Agreement and Plan of Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act ofġ933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share Securities registered pursuant to Section 12(b) of the Act:Ĭommon Stock, par value $0.0001 per share Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) The registrant under any of the following provisions: ![]() ![]() (Former Name or Former Address, if Changed Since Last Report)Ĭheck the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of Registrants telephone number, including area code: +1 (916) (Exact name of registrant as specified in its charter) Date of Report (Date of earliest event reported): June 25, 2021
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