8-K 1 v173270_8k.htm Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported):  January 29, 2010
 
OVERTURE ACQUISITION CORP.

(Exact name of registrant as specified in its charter)
 
Cayman Islands
001-33924
98-0576724
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
c/o Maples Corporate Services Limited
Ugland House
Grand Cayman, Cayman Islands
KY1-1104
(Address of principal executive offices)
(Zip Code)
 
Registrant’s telephone number, including area code: (646) 736-1376

Not Applicable
 (Former name or former address, if changed since last report)
 
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
Item 8.01.  
Other Information.

The Company announced on January 29, 2010 that a majority of shareholders voted in favor of its proposed business combination with Jefferson National Financial Corp., however, the percentage of no voters requesting redemption of their ordinary shares exceeded the 30% threshold amount set forth in the Company’s Amended and Restated Memorandum and Articles of Association.  The Company also announced that it would begin liquidating its trust account established for the benefit of its public shareholders as soon as practicable.  A copy of the press release is appended hereto as Exhibit 99.1.

Item 9.01.  
Financial Statements and Exhibits.

(d) 
Exhibits
 
99.1
Press release dated January 29, 2010
 
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
February 4, 2010
OVERTURE ACQUISITION CORP.
 
       
 
By:
/s/ Marc J. Blazer  
    Name:  Marc J. Blazer  
    Title: President  
       
 
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Exhibit Index
99.1           Press release dated January 29, 2010
 
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