8-K 1 ea141771-8k_cmlife3.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): May 26, 2021

 

CM LIFE SCIENCES III INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-40312   86-1691173
(State or other jurisdiction of
incorporation)
   (Commission File Number)    (I.R.S. Employer Identification No.)

  

c/o Corvex Management LP

667 Madison Avenue

New York, New York

  10065
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (212) 474-6745

 

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 communication 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-commencements 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 Symbols  

Name of each exchange on

 which registered

Units, each consisting of one share of Class A common stock and one-fifth of one redeemable warrant   CMLTU   The Nasdaq Stock Market LLC
Class A common stock, par value $0.0001 per share   CMLT   The Nasdaq Stock Market LLC
Redeemable warrants, each whole warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share   CMLTW   The Nasdaq 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 8.01Other Events.

 

On May 26, 2021, CM Life Sciences III Inc. (the “Company”) issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that the holders of the Company’s units (the “Units”) may elect to separately trade the shares of Class A common stock, par value $0.0001 per share (“Class A Common Stock”), and warrants (the “Warrants”) included in the Units commencing on or about May 28, 2021. Each Unit consists of one share of Class A Common Stock and one-fifth of one redeemable Warrant to purchase one share of Class A Common Stock. Any Units not separated will continue to trade on The Nasdaq Capital Market (“Nasdaq”) under the symbol “CMLTU,” and the shares of Class A Common Stock and redeemable Warrants will separately trade on Nasdaq under the symbols “CMLT” and “CMLTW,” respectively. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade.

 

Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into shares of Class A Common Stock and Warrants.

 

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.    Description 
99.1   Press release, dated May 26, 2021.

 

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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.

 

  CM LIFE SCIENCES III INC.

 

Date: May 27, 2021 By: /s/ Brian Emes
  Name: Brian Emes
  Title: Chief Financial Officer and Secretary

  

 

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