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): ~~May~~March 1030, ~~2016~~2017

COMMITTED CAPITAL ACQUISITION CORPORATION II

(Exact name of registrant as specified in its charter)

Delaware

333-192586

45-4345803

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

712 Fifth Avenue 22nd Floor, New York, New York		10019
370 Lexington Avenue, Suite 1208, New York, New York		10017
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: 212-759-2020

________________________________________________

(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 to the registrant under any of the following provisions:

¨	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))

Item 18.01. ~~Entry~~Other ~~into a Material Definitive Agreement~~Events

OnConcurrently ~~May~~with ~~10,~~the ~~2016~~filing of this report, Committed Capital Acquisition Corporation II (the “Company”) ~~entered~~is ~~into~~mailing ~~a term sheet (the “Term Sheet”) with Serruya Private Equity (“SPE”), pursuant~~ to ~~which~~its ~~SPE~~stockholders ~~committed~~proxy tosolicitation ~~invest~~materials anrelating ~~amount up~~ to ~~$50,000,000 in connection with the closing by the Company of an initial business transaction (~~a ~~“Transaction”), which amount will be in~~special ~~the~~meeting ~~sole discretion~~ of ~~SPE.~~its ~~The~~stockholders ~~Term Sheet requires that the Company appoint a designee of SPE~~ to ~~its~~be ~~board~~held ofon ~~directors~~April ~~(the “Board”)~~10, ~~and~~ ~~that the Company further agree not to consummate a Transaction without the unanimous consent of the Board~~2017.

~~Pursuant~~At the special meeting, the following proposals will be considered and voted upon by the Company’s stockholders (the “Proposals”): (i) proposals to amend the ~~Term~~Company’s amended ~~Sheet~~and restated certificate of incorporation (the “Extension Amendment”) to (a) extend the date before which the Company must complete a business transaction to April 10, 2019 (the “Extended Termination Date”), and provide that the date for cessation of operations of the Company if the Company has not completed a business transaction would similarly be extended, and to (b) allow holders of the Company’s public shares to redeem their public shares, in connection with (y) the Extension Amendment, and (z) a second redemption opportunity on ~~May~~the 16earlier of July 10, ~~2016~~2017 and the consummation of a business transaction (the “Second Redemption”), for a pro rata portion of the funds available in the trust account (the “trust account”) established in connection with the Company’s ~~entered~~initial ~~into~~public offering and authorize the Company and the trustee to disburse such redemption payments; and (ii) a ~~letter~~proposal to amend and restate the investment management trust agreement, dated April 8, 2016, by and between the Company and Continental Stock Transfer & Trust Company (the “~~Agreement~~Trust Amendment”), into ~~which~~permit itdistributions ~~agreed~~from ~~not~~the trust account to ~~consummate~~pay public stockholders properly demanding redemption in connection with (a) ~~Transaction~~the Extension Amendment, and (b) the Second Redemption; and extend the date on which ~~without~~to commence liquidating the ~~unanimous~~trust ~~consent~~account ofin the ~~Board~~event the Company has not consummated a business transaction from April 10, 2017 to the Extended Termination Date.

~~The~~Stockholders ~~foregoing summary~~ of the ~~Term~~Company ~~Sheet and~~are ~~the~~urged ~~Agreement do not purport~~ to beread ~~complete,~~the ~~and~~proxy ~~are~~solicitation materials ~~qualified~~before inmaking ~~their~~any ~~entirety~~decisions bywith ~~reference~~respect to the ~~full~~Proposals. ~~text~~The ofCompany ~~the~~is ~~Term Sheet~~not ~~and~~currently ~~the~~subject ~~Agreement,~~to ~~copies~~the ofproxy ~~which~~rules ~~are~~under Section ~~attached~~14 ~~hereto~~of asthe ~~Exhibits~~Securities ~~10.1~~Exchange ~~and~~Act ~~10.2,~~of ~~respectively~~1934, ~~and~~as ~~are incorporated herein by reference~~amended.

~~Item~~This 5Report, including the exhibits contained herein, contains forward-looking statements that involve substantial risks and uncertainties.~~02.~~ ~~Departure~~These forward-looking statements relate to outlooks or expectations for earnings, revenues, expenses or other future financial or business performance, strategies or expectations, or the impact of legal ~~Directors~~or regulatory matters on business, results of operations or ~~Certain~~financial ~~Officers;~~condition. ~~Election~~When used in the proxy materials, the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “potential” and “should,” as they relate to us, are intended to identify these forward-looking statements. All statements by us regarding our possible or assumed future results of ~~Directors;~~our ~~Appointment~~business, financial condition, liquidity, results of ~~Certain~~operations, ~~Officers;~~plans and ~~Compensatory~~objectives ~~Arrangements~~and similar matters, are forward-looking statements. These forward-looking statements are based on information available to the Company as of ~~Certain~~the ~~Officers~~date of this Report and involve a number of risks and uncertainties. Accordingly, forward-looking statements should not be relied upon as representing the Company’s views as of any subsequent date and the Company undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date hereof, except as required by law.

~~Pursuant~~These toforward-looking ~~the~~statements ~~Term~~involve ~~Sheet,~~a onnumber ~~May 16, 2016, the size~~ of ~~the~~known ~~Board was increased to three members,~~ and ~~Aaron Serruya was appointed to the Board by unanimous written consent~~unknown asrisks ~~SPE’s~~and ~~designee.~~uncertainties Asor ofother ~~the~~assumptions ~~date~~that ofmay ~~this~~cause ~~Current~~actual ~~Report~~results onor ~~Form~~performance ~~8-K,~~to itbe ~~has~~materially ~~not~~different ~~yet~~from ~~been determined whether Mr. Serruya~~those ~~will~~expressed ~~serve on any committees of the Board,~~ or ~~whether~~implied heby ~~will~~these ~~serve~~forward-looking ~~as a Class I or Class II director~~statements. ~~Mr.~~Some ~~Serruya~~factors ~~must,~~that atcould ~~all times~~cause ~~while~~actual ~~serving~~results asto adiffer ~~member of the Board, comply with all applicable policies, procedures, processes, codes, rules, standards and guidelines.~~include:

Except as disclosed above, there are no arrangements or understandings between Mr. Serruya and any other person pursuant to which he was appointed as a director, and there are no relationships between Mr. Serruya and the Company that would require disclosure under Item 404(a) of Regulation S-K of the Securities Exchange Act of 1934, as amended.

as a result of the Company’s failure to pay approximately $250,000 in delinquent Delaware franchise taxes (including interest and penalties), the amended and restated certificate of incorporation to extend the date before which the Company must complete a business transaction from April 10, 2016 to April 10, 2017 that was approved by its stockholders at the Company’s special meeting of stockholders on April 8, 2016 was not accepted for filing by the Secretary of State of the State of Delaware, and the Company’s corporate status in Delaware is currently void. Although the Company believes that it will be able to revive its corporate status and regain good standing in Delaware by paying the delinquent franchise taxes and making the requisite filings in Delaware, there can be no assurance that the Company will be revived in Delaware and that such good standing will be restored;

the ability of the Company to effect the Extension Amendment and the Trust Amendment or to consummate a business transaction;

~~The~~· ~~information~~unanticipated ~~set~~delays ~~forth~~in ~~under~~the ~~Item~~distribution ~~1.01 is~~of ~~incorporated~~the ~~into~~funds ~~this~~from ~~Item~~the ~~5.02~~trust byaccount; ~~reference.~~and

A· ~~copy~~claims ofby ~~the~~third ~~Company’s~~parties ~~press release~~against ~~announcing~~ the ~~Term~~trust ~~Sheet and Mr~~account. ~~Serruya’s appointment to the Board is attached hereto as Exhibit 99.1.~~

Should one or more of these risks or uncertainties materialize, or should any of the underlying assumptions prove incorrect, actual results may vary in material respects from those expressed or implied by these forward-looking statements. You should not place undue reliance on these forward-looking statements. Except as may be required under applicable securities laws, the Company undertakes no obligation to update or revise any forward-looking statements to reflect events or circumstances after the date hereof, whether as a result of new information, future events or otherwise.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
Number		Exhibit
10.1		Proposed Principal Terms of Equity Investment, dated May 10, 2016, by and between Committed Capital Acquisition Corporation II and Serruya Private Equity
99.1		Proxy Solicitation Materials
10.2		Letter Agreement Re: Unanimous Board Approval of Initial Business Transaction, dated May 16, 2016, from Michael Rapp
99.1		Press Release dated May 10, 2016

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.

	Committed Capital Acquisition Corporation II
May 16, 2016	By:	/s/ Michael Rapp
March 30, 2017	By:	/s/ Michael Rapp
		Name: Michael Rapp
		Title: Chief Executive Officer and Chairman

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