UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
10-K
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2017
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period
from to
Commission file number:
001-38310
REGALWOOD GLOBAL ENERGY LTD.
(Exact name of registrant as specified in its charter)
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Cayman Islands
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N/A
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification Number)
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1001 Pennsylvania Avenue NW
Suite 220 South
Washington, D.C.
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20004
(Zip Code)
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(Address of principal executive offices)
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Registrants telephone number: (202)
729-5626
Securities registered pursuant to Section 12(b) of the Act:
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Title of Each
Class:
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Name of Each Exchange on
Which Registered:
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Class A ordinary shares, par value $0.0001 per share Warrants to purchase one Class A ordinary
share
Units, each consisting of one Class A ordinary share and one-third of one Warrant
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New York Stock Exchange
New York Stock Exchange
New York Stock Exchange
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Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes ☐ No ☒
Indicate by check mark if the registrant is
not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ☐ No ☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90
days. Yes ☒ No ☐
Indicate by check mark whether the
registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T
(§ 232.405 of
this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation
S-K
is not
contained herein, and will not be contained, to the best of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form
10-K
or any amendment
to this Form
10-K. ☒
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a
non-accelerated
filer, smaller reporting company, or an emerging growth company. See the definitions of large accelerated filer, accelerated
filer, smaller reporting company, and emerging growth company in Rule
12b-2
of the Exchange Act.
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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☐ (Do not check if a smaller reporting company)
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Smaller reporting company
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Emerging growth company
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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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule
12b-2
of the
Exchange Act). Yes ☒ No ☐
The Company was formed on
September 14, 2017 and its fiscal year ended December 31, 2017. Accordingly, the Company was not in existence as of the last business day of the second fiscal quarter of 2017.
As of March 28, 2018, 30,000,000 of the Companys Class A ordinary shares (which includes Class A ordinary shares that are
underlying the Companys units) and 7,500,000 of the Companys Class B ordinary shares, par value $0.0001 (the Class B ordinary shares) were issued and outstanding.