PROVIDENT ACQUISITION CORP. : Other Events, Financial Statements and Exhibits (form 8-K)

Item 8.01. Other Events.

On January 12, 2021, Provident Acquisition Corp. (the "Company") consummated its initial public offering ("IPO") of 23,000,000 units (the "Units"). Each Unit consists of one Class A ordinary share of the Company, par value $0.0001 per share (the "Class A Ordinary Shares"), and one-half of one redeemable warrant of the Company ("Warrant"), each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share for $11.50 per share. The Units were sold at a price of $10.00 per unit, generating gross proceeds to the Company of $230,000,000.

Substantially concurrently with the closing of the IPO, the Company completed the private sale of 6,600,000 warrants (the "Private Placement Warrants") to Provident Acquisition Holdings Ltd. (the "Sponsor") at a purchase price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $6,600,000. The Private Placement Warrants are identical to the warrants sold as part of the Units in the IPO except that, so long as they are held by the Sponsor or its permitted transferees: (1) they will not be redeemable by the Company; (2) they (including the Class A Ordinary Shares issuable upon exercise of these warrants) may not, subject to certain limited exceptions, be transferred, assigned or sold by the Sponsor until 30 days after the completion of the initial business combination; (3) they may be exercised by the holders on a cashless basis; and (4) they (including the Class A Ordinary Shares issuable upon exercise of these warrants) are entitled to registration rights.

A total of $230,000,000, comprised of $225,400,000 of the proceeds from the IPO, including $8,050,000 of the underwriters' deferred discount, and $4,600,000 of the proceeds of the sale of the Private Placement Warrants, was placed in a U.S.-based trust account at J.P. Morgan Chase Bank, N.A., maintained by Continental Stock Transfer & Trust Company, acting as trustee. Except with respect to interest earned on the funds in the trust account that may be released to the Company to pay its taxes, the funds held in the trust account will not be released from the trust account until the earliest of (i) the completion of the Company's initial business combination, (ii) the redemption of all of the Company's public shares if it is unable to complete its business combination within 24 months from the closing of the IPO, subject to applicable law, or (iii) the redemption of the Company's public shares properly submitted in connection with a shareholder vote to approve an amendment to the Company's amended and restated memorandum and articles of association (A) to modify the substance or timing of the Company's obligation to redeem 100% of its public shares if it does not complete an initial business combination within 24 months from the closing of the IPO or (B) with respect to any other provision relating to shareholders' rights or pre-initial business combination activity.

In connection with the IPO, the Company entered into the following agreements, forms of which were previously filed as exhibits to the Company registration statement (File No. 333-251571):

· An Underwriting Agreement, dated January 7, 2021, between the Company

   and Citigroup Global Markets Inc. as representative of the several
   underwriters.

· The Amended and Restated Memorandum and Articles of Association of the Company,

   dated January 7, 2021.

· A Warrant Agreement, dated January 7, 2021, between the Company and

Continental Stock Transfer & Trust Company, as warrant agent.

· A Letter Agreement, dated January 7, 2021, among the Company and its officers,

directors and Sponsor

· An Investment Management Trust Agreement, dated January 7, 2021, between the

Company and Continental Stock Transfer & Trust Company, as trustee.

· A Registration Rights Agreement, dated January 7, 2021, between the Company

and certain security holders.

· A Sponsor Warrants Purchase Agreement, dated January 7, 2021, between the

Company and the Sponsor.

· An Administrative Services Agreement, dated January 7, 2021, between the

    Company and the Sponsor.

· Indemnity Agreements, each dated January 7, 2021, between the Company and each

of its executive officers and directors.

On January 7, 2021, 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 the pricing of the IPO.

On January 12, 2021, the Company issued a press release, a copy of which is attached as Exhibit 99.2 to this Current Report on Form 8-K, announcing the closing of the IPO.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.



Exhibit No.                               Description
    1.1         Underwriting Agreement, dated January 7, 2021, between the Company
              and Citigroup Global Markets Inc., as representative of the several
              underwriters.
    3.1         Amended and Restated Memorandum and Articles of Association.
    4.1         Warrant Agreement, dated January 7, 2021, between the Company and
              Continental Stock Transfer & Trust Company, as warrant agent.
   10.1         A Letter Agreement, dated January 7, 2021, among the Company and
              its officers and directors and Provident Acquisition Holdings Ltd.
   10.2         Investment Management Trust Agreement, dated January 7, 2021,
              between the Company and Continental Stock Transfer & Trust Company,
              as trustee.
   10.3         Registration Rights Agreement, dated January 7, 2021, between the
              Company and certain security holders.
   10.4         Sponsor Warrants Purchase Agreement, dated January 7, 2021,
              between the Company and Provident Acquisition Holdings Ltd.
   10.5         Administrative Services Agreement, dated January 7, 2021, between
              the Company and Provident Acquisition Holdings Ltd.
   10.6         Indemnity Agreement, dated January 7, 2021, between the Company
              and Winato Kartono.
   10.7         Indemnity Agreement, dated January 7, 2021, between the Company
              and Michael Aw Soon Beng.
   10.8         Indemnity Agreement, dated January 7, 2021, between the Company
              and Andrew Joseph Hoffmann.
   10.9         Indemnity Agreement, dated January 7, 2021, between the Company
              and Charles Mark Broadley.
   10.10        Indemnity Agreement, dated January 7, 2021, between the Company
              and Kenneth Walton Hitchner III.
   10.11        Indemnity Agreement, dated January 7, 2021, between the Company
              and John Mackay McCulloch Williamson.
   99.1         Press Release, dated January 7, 2021.
   99.2         Press Release, dated January 12, 2021.

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