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): February 411, 2022 (February 39, 2022)

SilverBox Engaged Merger Corp I

(Exact name of registrant as specified in its charter)

Delaware	001-40118	~~001-40118~~N/A	~~85-4169699~~
(State or other jurisdiction of incorporation or organization)		(Commission File Number)	(I.R.S. Employer Identification Number)
(State or other jurisdiction of	(Commission File Number)	(I.R.S. Employer
1250 S. Capital of Texas Highway Building 2, Suite 285 Austin, TX			78746
incorporation or organization)		Identification Number)
(Address of principal executive offices)			(Zip Code)

~~(512)~~1144 ~~575-3637~~ S. 500 W

Salt Lake City, UT 84101

(Address of principal executive offices, including Zip Code)

(801) 874-1189

(Registrant’s telephone number, including area code)

~~Not Applicable~~ N/A

(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:

x¨ Written communications 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-commencement 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 Securities Exchange Act of 1934:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Units, each consisting of one share of Class A common stock, $0.0001 par value, and one-third of one redeemable warrant	SBEAU	The Nasdaq Stock Market LLC
Shares of Class A common stock, included as part of the units	SBEA	The Nasdaq Stock Market LLC
Redeemable warrants included as part of the units, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share	SBEAW	The Nasdaq Stock Market LLC

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
N/A		N/A		N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company x

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~~INTRODUCTORY ~~3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.~~NOTE

OnAs previously ~~February~~disclosed, 3on November 2, ~~2022~~2021, SilverBox Engaged Merger Corp I, a Delaware corporation (“~~SBEA~~SilverBox”), ~~provided~~BRC ~~written~~Inc., ~~notice~~a toDelaware ~~the~~public ~~Nasdaq~~benefit ~~Stock~~corporation ~~Market LLC~~ (“~~Nasdaq~~PubCo”), ofSBEA ~~its~~Merger ~~intention~~Sub toLLC, ~~voluntarily~~a ~~withdraw~~Delaware ~~the~~limited ~~listing~~liability ofcompany ~~its~~and ~~units,~~wholly-owned ~~shares~~subsidiary of ~~Class~~PubCo A(“Merger ~~common~~Sub ~~stock~~1”), ~~and~~BRCC ~~warrants~~Blocker ~~from~~Merger ~~Nasdaq~~Sub ~~and that~~LLC, ~~following~~a ~~the~~Delaware ~~completion~~limited ofliability ~~its~~company and ~~previously~~wholly-owned ~~announced~~subsidiary ~~business combination~~of ~~(the~~SilverBox (“~~Business~~Merger ~~Combination~~Sub 2”), ~~with~~ Authentic Brands LLC, a Delaware limited liability company (“Authentic Brands”), ~~SBEA~~and ~~expects~~ the ~~Class A~~parent ~~common~~company ~~stock~~of ~~and~~Black ~~warrants~~Rifle ofCoffee ~~the~~Company ~~post-Business~~LLC, ~~Combination~~a ~~company,~~Delaware ~~BRC~~limited ~~Inc.~~liability company (“~~PubCo~~BRCC”), and toGrand beOpal ~~listed~~Investment onHoldings, Inc., ~~the~~a ~~New~~Delaware ~~York~~corporation ~~Stock Exchange~~and ~~(the~~holder ~~“NYSE”).~~of ~~The~~equity ~~shares~~interests ofin ~~Class~~Authentic ABrands ~~common~~(“Blocker”), entered ~~stock~~into ~~and~~a ~~warrants~~Business ofCombination ~~PubCo~~Agreement, ~~are~~dated ~~expected~~as toof ~~commence~~November 2, ~~trading~~2021, onas ~~the NYSE~~amended ~~the~~by ~~day after~~ the ~~closing~~First ofAmendment ~~the~~to Business Combination ~~under~~Agreement, ~~the~~dated ~~symbols~~as ~~“BRCC”~~of ~~and~~January 4, ~~“BRCC~~2022 WS(as so amended,” ~~respectively~~the “Business Combination Agreement”).

~~The~~As ~~NYSE~~previously reported ~~listing~~on the Current Report on Form 8-K filed with the Securities and ~~Nasdaq~~Exchange ~~delisting~~Commission ~~are~~(“SEC”) ~~subject~~on February 3, 2022, SilverBox held a special meeting, at which SilverBox’s shareholders voted to approve the ~~closing~~proposals ofoutlined in the proxy statement filed by SilverBox with the ~~Business~~SEC ~~Combination~~on ~~and~~January 13, ~~fulfillment~~2022 of(the “Proxy ~~all~~Statement/Prospectus”), ~~NYSE~~including, ~~listing~~among other ~~requirements.~~things, ~~The~~the ~~closing~~adoption of the Business Combination isAgreement ~~subject~~and toapproval of the ~~satisfaction of~~other ~~customary~~transactions ~~closing~~contemplated ~~conditions~~by the Business Combination Agreement.

~~Item~~On February 9, 52022 (the “Closing Date”), as contemplated by the Business Combination Agreement and as described in the section titled “Proposal No.07 1—The ~~Submission~~Business Combination Proposal” beginning on page 128 of ~~Matters~~the Proxy toStatement/Prospectus, (i) SilverBox merged with and into Merger Sub 1 (the “SilverBox Merger”), with Merger Sub 1 surviving the SilverBox Merger as a ~~Vote~~direct wholly-owned subsidiary of ~~Security~~PubCo, ~~Holders~~and (ii) immediately following the SilverBox Merger, Merger Sub 2 merged with and into Blocker (the “Blocker Merger” and, together with the SilverBox Merger and all other transactions contemplated by the Business Combination Agreement, the “Business Combination”), with Blocker surviving as a wholly-owned subsidiary of Merger Sub 1.

OnAt ~~February~~closing 3,of ~~2022,~~the ~~SBEA~~Business ~~held~~Combination ~~a special meeting of its stockholders~~ (the “~~Special Meeting~~Closing”) ~~in connection with SBEA’s previously announced business combination with Authentic Brands~~, and pursuant to ~~that~~the ~~certain~~terms ~~Business Combination Agreement, dated as~~ of ~~November 2, 2021 (as amended by~~ the ~~First Amendment to~~ Business Combination Agreement ~~dated as of January 4~~, ~~2022,~~ the ~~“Business Combination~~following ~~Agreement”), by and among SBEA, PubCo, SBEA Merger Sub LLC, Blocker Merger Sub LLC, Authentic Brands, and Grand Opal Investment Holdings, Inc.~~occurred:

At· ~~the~~(w) ~~close~~each share of ~~business~~SilverBox’s onClass ~~January~~A 3,common ~~2022~~stock, ~~the~~par ~~record~~value ~~date~~$0.0001 ~~for~~per share (the ~~Special~~ ~~Meeting~~“SilverBox Class A Common Stock”), ~~there~~outstanding ~~were~~immediately anprior ~~aggregate~~to the effectiveness of ~~34,500,000~~the ~~shares~~SilverBox Merger has been converted into one share of PubCo’s Class A common stock, par value $0.0001 per share (the “PubCo Class A Common Stock”), or an aggregate of ~~SBEA~~7,629,317 ~~and~~shares 8of PubCo Class A Common Stock with an aggregate value of $76,~~625~~293,~~000~~170 ~~shares~~(at a deemed value of $10.00 per share), (x) each share of SilverBox’s Class BC common stock, par value $0.~~001~~0001 per share (the “SilverBox Class BC Common Stock”), ~~of SBEA,~~ outstanding, ~~each~~immediately ofprior ~~which~~to ~~were~~the ~~entitled~~effectiveness toof ~~one~~the ~~vote~~SilverBox ~~with~~Merger ~~respect~~has tobeen ~~each~~converted ~~proposal.~~into Atone ~~the~~share ~~opening~~ of ~~the~~PubCo ~~Special~~Class ~~Meeting~~A Common Stock, ~~there were~~or atan ~~least~~aggregate 25of 30,~~441~~000,~~363~~000 shares of PubCo Class A Common Stock ~~present~~with inan ~~virtually~~aggregate orvalue byof ~~proxy~~$300,000,000 ~~which~~(at ~~represented~~a 58deemed value of $10.~~99%~~00 per share), (y) each share of SilverBox’s Class B common stock, par value $0.0001 per share (the “SilverBox Class B Common Stock”), outstanding immediately prior to the effectiveness of the SilverBox Merger has been converted into the right to receive a combination of shares of PubCo Class A Common Stock ~~entitled~~, toor ~~vote,~~an ~~and~~aggregate 8of 5,~~625~~244,~~000~~993 shares of ~~the~~PubCo Class BA Common Stock ~~present~~with inan ~~virtually~~aggregate orvalue byof ~~proxy~~$52,449,930 ~~which~~(at ~~represented~~a ~~100%~~deemed value of ~~the~~$10.00 ~~Class~~per Bshare), ~~Stock entitled~~and toPubCo’s ~~vote.~~Class ~~Collectively~~C common stock, ~~this~~par ~~constituted~~value a$0.0001 ~~quorum~~per ~~for~~share (the ~~transaction~~“PubCo Class C Common Stock”), or an aggregate of ~~business.~~1,241,250 ~~The~~shares ~~proposals~~of ~~listed~~PubCo ~~below~~Class ~~are~~C ~~described~~Common ~~in more~~Stock ~~detail~~with inan ~~the~~aggregate ~~definitive~~value ~~proxy~~of ~~statement~~$12,412,500 (at a deemed value of ~~SBEA~~$10.00 per share), which ~~was~~shares ~~filed~~of ~~with~~PubCo Class C Common Stock are subject to performance-based vesting conditions equivalent to the ~~Securities~~Restricted Common Units (as defined below) and ~~Exchange~~restricted ~~Commission~~from transfer (~~the~~subject ~~“SEC”) on~~to ~~January~~limited 13customary exceptions), ~~2022~~and (~~the~~z) ~~“Proxy~~each ~~Statement”).~~warrant Aof ~~summary~~SilverBox outstanding immediately prior to the effectiveness of the ~~voting~~SilverBox ~~results~~Merger athas been converted into the ~~Special~~right ~~Meeting~~to isreceive ~~set~~one ~~forth~~warrant ~~below:~~of PubCo, with PubCo assuming SilverBox’s obligations under the existing warrant agreement;

~~The~~· ~~stockholders~~the ~~approved~~aggregate ~~each~~shares of common stock of Blocker outstanding immediately prior to the ~~Business~~effectiveness ~~Combination~~of ~~Proposal~~the Blocker Merger have been converted into a combination of (x) shares of PubCo Class A Common Stock, ~~each~~ ~~Organizational~~or ~~Document~~an ~~Proposal~~aggregate of 1,035,564 ~~the~~shares ~~Stock~~of ~~Issuance~~PubCo ~~Proposal~~Class A Common stock with an aggregate value of $10,355,640 ~~the~~(at ~~Omnibus~~a ~~Incentive~~deemed ~~Plan~~value ~~Proposal~~of $10.00 per share), ~~the~~(y) ~~Employee~~shares of PubCo Class C Common Stock, ~~Purchase~~or ~~Plan Proposal~~an ~~and~~aggregate ~~the~~of ~~Adjournment~~146,875 ~~Proposal~~shares of PubCo Class C Common Stock with an aggregate value of $1,468,750 (~~each~~at asa ~~defined~~deemed invalue ~~the~~of ~~Proxy~~$10.00 ~~Statement~~per share). and (z) cash; and

~~The~~· ~~voting~~certain ~~results~~existing ~~for~~members ~~each~~of ~~proposal~~Authentic ~~were~~Brands (collectively, the “Continuing Unitholders”) received a combination of cash consideration and an aggregate of 139,106,323 common units in Authentic Brands (the “Common Units”) and a corresponding number of shares of PubCo’s Class B common stock, par value $0.0001 per share (the “PubCo Class B Common Stock”), representing an aggregate value of $1,391,063,230 (at a deemed value of $10.00 per share), which shares of PubCo Class B Common Stock have no economic rights but entitle the holders thereof to vote on all matters on which stockholders of PubCo are entitled to vote generally, and 21,241,250 restricted common units in Authentic Brands (the “Restricted Common Units”), which are subject to performance-based vesting conditions as ~~follows:~~described herein and as set forth in the Third Amended and Restated Limited Liability Company Agreement of Authentic Brands (the “A&R LLCA”) entered into upon Closing, and restricted from transfer (subject to limited customary exceptions).

1. The foregoing description of the Business Combination ~~Proposal.~~ Todoes ~~approve~~not purport to be complete and ~~adopt~~is ~~the~~qualified ~~Business~~in ~~Combination~~its ~~Agreement,~~entirety aby ~~copy~~the full text of the Business Combination Agreement, which is attached hereto as Exhibits 2.1 and 2.2 to ~~the~~this ~~Proxy~~Current ~~Statement~~Report ason ~~Annex~~Form 8-K A(this “Current Report”) and is incorporated herein by reference.

Class	For		Against		Abstain
Class A Stock		14,740,289		2,099,573		11,610
Class B Stock		8,625,000		0		0
Total		23,365,289		2,099,573		11,610

Item 1.01. Entry into a Material Definitive Agreement.

~~2. Organizational~~Waiver Documents Proposal A. To approve an amendment and restatement of the Amended and Restated Certificate of Incorporation of SBEA, providing for the creation of 35,000,000 authorized shares of Class C common stock, par value $0.0001 per share (the “Class C Common Stock”), for purposes of the issuance of such shares to certain investors under the ~~subscription~~Business ~~and backstop agreements and the amended and restated~~Combination ~~forward purchase agreement.~~Agreement

Class	For		Against		Abstain
Class A Stock		13,153,173		3,651,401		46,898
Class B Stock		8,625,000		0		0
Total		21,778,173		3,651,401		46,898

On February 9, 2022, SilverBox and Authentic Brands agreed (i) that Authentic Brands shall repay in full outstanding borrowings under its revolving credit facility on the Closing Date; provided, that, such revolving credit facility shall remain in place from and after the Closing Date and (ii) to waive certain indebtedness covenant and indebtedness closing condition under the Business Combination Agreement which required Authentic Brands to terminate its revolving credit facility on the Closing Date after its repayment in full.

~~3. Organizational~~The ~~Documents Proposal~~foregoing B.description ~~To approve the provision in the amended and restated certificate~~ of ~~incorporation of PubCo (~~the ~~“Proposed~~waiver ~~Charter”)~~under ~~changing~~ the ~~authorized~~Business ~~capital~~Combination ~~stock~~Agreement ofdoes ~~111,000,000~~not ~~shares,~~purport ~~consisting~~to ofbe ~~100,000,000~~complete ~~shares~~and ofis ~~Class~~qualified Ain ~~Common~~its ~~Stock,~~entirety ~~par~~by ~~value~~the ~~$0.0001 per~~terms ~~share, 10,000,000 shares of Class B Common Stock, par value $0.0001 per share,~~ and ~~1,000,000~~conditions ~~preferred shares, par value $0.0001 per share, to authorized capital stock~~ of ~~2,802,500,000 shares, consisting of 2,500,000,000 shares of Class A Common Stock, par value $0.0001~~the ~~per share~~waiver, ~~300,000,000~~a ~~shares~~form of ~~Class~~which Bis ~~Common~~filed ~~Stock,~~as ~~par value $0~~Exhibit 10.~~0001 per share,~~ 1~~,500,000~~ ~~shares~~to ofthis ~~Class~~Current CReport ~~Common Stock, par value $0.0001 per shares, which shall be divided into 750,000 shares of Series C-1 Common Stock, par value $0.0001 per share~~ and ~~750,000~~is ~~shares of~~incorporated ~~Series~~herein ~~C-2~~by ~~Common Stock, par value $0~~reference.~~0001 per share, and 1,000,000 shares of undesignated preferred stock, par value $0.0001 per share.~~

Class	For		Against		Abstain
Class A Stock		13,431,078		3,362,065		58,329
Class B Stock		8,625,000		0		0
Total		22,056,078		3,362,065		58,329

Item 2.01

Completion of Acquisition or Disposition of Assets.

~~4. Organizational~~The ~~Documents Proposal~~information C.set Toforth ~~approve the provision~~ in the ~~Proposed~~“Introductory ~~Charter~~Note” ~~pursuant~~above is toincorporated ~~which:~~into ~~(a)~~this ~~the affirmative vote of the holders of at least 66~~Section 2~~∕3%~~.01 ofby ~~the~~reference. ~~total~~The ~~voting~~material ~~power of all then outstanding shares entitled to vote generally in the election of directors, voting together as a single class is required to amend~~ provisions ~~relating to, among other matters: (i) stockholder meetings, (ii) the board~~ of ~~directors, (iii) indemnification and limitation of liability of officers and directors, (iv) election not to be governed by Section 203 of~~ the ~~Delaware~~Business ~~General~~Combination ~~Corporation~~Agreement ~~Law~~are ~~and business combinations generally, (v) forum selection, and (vi) amendment of the Proposed~~described ~~Charter;~~in ~~and (b)~~ the ~~affirmative~~Proxy ~~vote~~Statement/Prospectus ofin ~~at least 80% of~~ the ~~total~~section ~~voting power of all then outstanding shares of common stock of PubCo~~ entitled to“The ~~vote~~Business ~~generally~~Combination inProposal” ~~the~~beginning ~~election~~on ofpage 150 ~~directors~~thereof, which ~~voting together as a single class,~~ is ~~required~~incorporated toherein ~~amend~~by ~~provisions with respect competition and corporate opportunities~~reference.

Class	For		Against		Abstain
Class A Stock		14,354,585		2,444,340		52,547
Class B Stock		8,625,000		0		0
Total		22,979,585		2,444,340		52,547

Item 5.01

Changes in Control of Registrant.

~~5. Organizational~~Reference ~~Documents Proposal~~is ~~D. To~~made ~~approve~~to ~~all~~the ~~other~~disclosure ~~changes~~ in ~~connection with~~ the ~~replacement~~Proxy ofStatement/Prospectus in the ~~existing~~section ~~organizational~~titled ~~documents~~“Proposal ofNo. 1 ~~SBEA~~– ~~with the~~The ~~proposed~~Business ~~organizational~~Combination ~~documents~~Proposal” ofbeginning ~~PubCo,~~on ~~including,~~page 128 ~~among other things~~thereof, which ~~changing~~is ~~from~~incorporated aherein ~~blank~~by ~~check~~reference. ~~company~~Further ~~seeking~~reference ais ~~business combination~~made ~~within~~to athe ~~certain~~information ~~period~~contained ~~(as provided~~ in ~~the~~Introductory ~~existing SBEA certificate of incorporation)~~Note, Item to2.01 and aItem ~~public~~5.02 ~~benefit~~of ~~corporation~~this ~~having perpetual~~Current ~~existence~~Report ~~(as~~on ~~provided~~Form 8-K inis ~~the~~incorporated ~~Proposed~~herein ~~Charter)~~by reference.

Class	For		Against		Abstain
Class A Stock		14,706,625		2,114,306		30,541
Class B Stock		8,625,000		0		0
Total		23,331,625		2,114,306		30,541

As of February 9, 2022, there were 44,009,874 shares of PubCo Class A Common Stock and 139,106,323 Common Stock of Authentic Brands and a corresponding number of PubCo Class B Common Stock outstanding. Assuming the exchange of all outstanding Common Units of Authentic Brands into shares of PubCo Class A Common Stock, there would have been 183,116,197 shares of PubCo Class A Common Stock outstanding as of February 9, 2022. These numbers exclude (a) 17,766,667 shares of PubCo Class A Common Stock issuable upon the exercise of the warrants that remain outstanding after the completion of the Business Combination, (b) the shares of PubCo Class A Common Stock reserved for future issuance under PubCo’s Omnibus Incentive Plan and Employee Stock Purchase Plan, (c) non-voting shares of PubCo Class C Common Stock issued upon completion of the Business Combination and (d) and unvested restricted units in Authentic Brands. As a result of the Business Combination, based on such assumptions and after giving effect to the terms of such arrangements, the former SilverBox stockholders hold approximately 2.9% of the voting power of PubCo.

~~6. Organizational~~Item ~~Documents Proposal E~~5.02 ToDeparture ~~provide for a classified board~~ of ~~directors~~Directors ~~and~~or ~~direct~~Certain ~~that~~Officers; ~~board~~Election ~~vacancies~~of beDirectors; ~~filled~~Appointment ~~by the majority~~ of ~~directors then~~Certain inOfficers; ~~office,~~Compensatory ~~unless~~Arrangements ~~specified otherwise in the Investor Rights Agreement to be entered into between PubCo and the investors party thereto or the proposed bylaws~~ of ~~PubCo.~~Certain Officers

Class	For		Against		Abstain
Class A Stock		14,308,496		2,508,651		34,325
Class B Stock		8,625,000		0		0
Total		22,933,496		2,508,651		34,325

Effective upon the Closing, each of Joseph Reece, Stephen Kadenacy, Daniel Esters, Jin Chun and Duncan Murdoch resigned as executive officers of SilverBox. Effective upon the Closing, each of Joseph Reece, Glenn Welling, Joseph Hurd III, Peter Richards, Natalie Schechtman resigned as directors of SilverBox.

~~7. Stock~~Item ~~Issuance Proposal~~5. To06 ~~consider~~Change ~~and~~in ~~vote~~Shell ~~upon~~Company a proposal to approve and adopt for purposes of complying with the applicable provisions of The Nasdaq Stock Market Listing Rule 5635, the issuance of shares of Class C Common Stock of SBEA to the investors pursuant to the subscription and backstop agreements and the amended and restated forward purchase agreementStatus.

Class	For		Against		Abstain
Class A Stock		14,672,596		2,143,789		35,087
Class B Stock		8,625,000		0		0
Total		23,297,596		2,143,789		35,087

As a result of the Business Combination, SilverBox ceased being a shell company. Reference is made to the disclosure in the Proxy Statement/Prospectus in the section titled “Proposal No. 1 – The Business Combination Proposal” beginning on page 128 thereof, which is incorporated herein by reference. The information contained in Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference.

~~8. Omnibus~~Item ~~Incentive Plan Proposal~~7.01 ToRegulation ~~consider and vote upon a proposal to approve the adoption of the Omnibus Incentive Plan, a copy of which is attached to the Proxy Statement as Annex G.~~FD

Class	For		Against		Abstain
Class A Stock		14,370,764		2,398,376		82,332
Class B Stock		8,625,000		0		0
Total		22,995,764		2,398,376		82,332

On February 3, 2022, SilverBox issued a press release announcing the Closing. The press release is furnished as Exhibit 99.1 to this Current Report.

~~9. Employee~~The ~~Stock~~information ~~Purchase Plan~~in ~~Proposal~~this Item 7.01, Toincluding ~~consider~~Exhibit 99.1, is furnished and ~~vote~~shall ~~upon~~not abe ~~proposal~~deemed to“filed” ~~approve~~for ~~the~~purposes ~~adoption~~of Section 18 of the ~~Employee~~Exchange ~~Stock~~Act, ~~Purchase~~or ~~Plan~~otherwise subject to liabilities under that section, aand ~~copy~~shall ofnot ~~which~~be ~~is attached~~deemed to be incorporated by reference into the ~~Proxy~~filings ~~Statement~~of asthe ~~Annex~~Company Hunder the Securities Act or the Exchange Act, regardless of any general incorporation language in such filings.

Class	For		Against		Abstain
Class A Stock		14,663,860		2,151,508		36,104
Class B Stock		8,625,000		0		0
Total		23,288,860		2,151,508		36,104

Item 9.01

Financial Statements and Exhibits.

10. Adjournment Proposal. To consider and vote upon a proposal to adjourn the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are not sufficient votes to approve one or more proposals presented to stockholders for vote at the Special Meeting.

Class	For		Against		Abstain
Class A Stock		14,188,713		2,620,557		42,202
Class B Stock		8,625,000		0		0
Total		22,813,713		2,620,557		42,202

Based on the results of the Special Meeting, and subject to the satisfaction or waiver of certain other closing conditions as described in the Proxy Statement, the transactions (the “Transactions”) contemplated by the Business Combination Agreement are expected to be consummated on February 9, 2022. Following the consummation of the Transactions, the common stock and warrants of PubCo are expected to begin trading on the New York Stock Exchange under the symbols “BRCC” and “BRCC WS,” respectively, on February 10, 2022.

Item 8.01 Other Items.

On February 3, 2022, SBEA issued a press release with respect to the Business Combination relating to, among other things, the receipt of stockholder approval at the Special Meeting and the extension of the deadline for withdrawal of redemption requests. A copy of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K.

SBEA also announced that the deadline for stockholders to withdraw their redemption requests has been extended to 5:00 p.m. (Eastern time) on February 8, 2022. Any stockholder wishing to withdraw a redemption request may request a withdrawal by contacting SBEA’s transfer agent.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Exhibit No.		Description
2.1 †		Business Combination Agreement, dated as of November 2, 2021, by and among SilverBox, PubCo, Merger Sub 1, Merger Sub 2, Authentic Brands and Blocker (incorporated by reference to Exhibit 2.1 to SilverBox’s Current Report on Form 8-K filed with the SEC on November 2, 2021).

2.2		First Amendment to Business Combination Agreement, dated as of January 4, 2022, by and among SilverBox, PubCo, Merger Sub 1, Merger Sub 2, Authentic Brands and Blocker (incorporated by reference to Exhibit 2.1 to SilverBox’s Current Report on Form 8-K/A filed with the SEC on January 5, 2022).

10.1		Waiver under the Business Combination Agreement, dated as of February 9, 2022, by and among Authentic Brands and SilverBox (incorporated by reference to Exhibit 10.5 to PubCo’s Current Report on Form 8-K filed with the SEC on February 10, 2022).

99.1		Press Release, dated February 9, 2022 (incorporated by reference to Exhibit 99.2 to PubCo’s Current Report on Form 8-K filed with the SEC on February 10, 2022).

104		Cover Page Interactive Data File (the cover page tags are embedded within the Inline XBRL document)

No.		Description
99.1		Press release dated February 3, 2022
104		Cover Page Interactive Data File (the cover page tags are embedded within the Inline XBRL document)

† Schedules and similar attachments to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. SilverBox agrees to furnish supplementally a copy of such omitted materials to the SEC upon request.

Forward-Looking Statements

Certain statements in this Current Report on Form 8-K are forward-looking statements. Forward-looking statements generally relate to future events including future financial or operating performance of Authentic Brands LLC (the “Company”) or SilverBox Engaged Merger Corp I (“SBEA”). Forward-looking statements generally relate to future events or SBEA’s or the Company’s future financial or operating performance. For example, projections of future revenue and other metrics are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”, “predict”, “potential” or “continue”, or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements.

These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by SBEA and its management, and the Company and its management, as the case may be, are inherently uncertain and are inherently subject to risks, variability and contingencies, many of which are beyond the Company’s control. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) SBEA’s ability to complete the business combination; (2) the outcome of any legal proceedings that may be instituted against SBEA, the combined company or others following the announcement of the business combination and any definitive agreements with respect thereto; (3) the inability to complete the business combination due to the failure to obtain approval of the stockholders of SBEA, to obtain financing to complete the business combination or to satisfy other conditions to closing; (4) changes to the proposed structure of the business combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the business combination; (5) the ability to meet stock exchange listing standards following the consummation of the business combination; (6) the risk that the business combination disrupts current plans and operations of the Company as a result of the announcement and consummation of the business combination; (7) the ability to recognize the anticipated benefits of the business combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain key relationships and retain its management and key employees; (8) costs related to the business combination; (9) changes in applicable laws or regulations; (10) the possibility that the Company or the combined company may be adversely affected by other economic, business, and/or competitive factors; (11) the Company’s estimates of expenses and profitability; (12) the failure to realize anticipated pro forma results or projections and underlying assumptions, including with respect to estimated stockholder redemptions, purchase price and other adjustments; and (13) other risks and uncertainties set forth in the section entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in SBEA’s final prospectus relating to its initial public offering dated February 25, 2021, in the registration statement on Form S-4 (the “Form S-4”) relating to the business combination filed with the Securities and Exchange Commission (the “SEC”), and in subsequent filings with the SEC, including the final prospectus/proxy statement relating to the business combination. There may be additional risks that neither SBEA nor the Company presently know or that SBEA and the Company currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements.

Nothing in this Current Report on Form 8-K should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Unless required by law, neither SBEA nor the Company undertakes any duty to update these forward-looking statements or to inform the recipient of any matters of which any of them becomes aware of which may affect any matter referred to in this Current Report on Form 8-K.

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.

Dated: February 4 11, 2022

~~SILVERBOX~~SBEA ~~ENGAGED~~MERGER SUB LLC (F/K/A SILVERBOX MERGER CORP I) By: BRC Inc., its Sole Member By: /s/ ~~Daniel~~Gregory E.Iverson ~~Esters~~ Name: ~~Daniel~~Gregory E.Iverson ~~Esters~~ Title: Chief Financial Officer

Filing Compare · SBEA Merger Sub LLC