Item 1.01. Entry into a Material Definitive Agreement.

On January 14, 2021, the Registration Statement on Form S-1 (File No. 333-251575) (the "Registration Statement") relating to the initial public offering (the "IPO") of Authentic Equity Acquisition Corp. (the "Company") was declared effective by the U.S. Securities and Exchange Commission. On January 20, 2021, the Company consummated the IPO of 23,000,000 units (the "Units"), which includes the exercise in full of the underwriters' option to purchase an additional 3,000,000 Units at the initial public offering price to cover over-allotments. Each Unit consists of one Class A ordinary share, $0.0001 par value per share (the "Class A Ordinary Shares"), and one-half of one redeemable warrant (the "Public Warrants"), each whole Public Warrant entitling the holder thereof to purchase one Class A Ordinary Share at an exercise price of $11.50 per share, subject to adjustment. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $230,000,000. Further, in connection with the IPO, the Company entered into the following agreements, forms of which were previously filed as exhibits to the Registration Statement:

? an Underwriting Agreement, dated January 14, 2021, among the Company, Jefferies

LLC and BMO Capital Markets Corp., as representatives of the underwriters named

in Schedule A therein, which contains customary representations and warranties

and indemnification of the underwriters by the Company;

? a Private Placement Warrants Purchase Agreement, dated January 14, 2021,

between the Company and Authentic Equity Sponsor LLC (the "Sponsor"), pursuant

to which the Sponsor purchased 6,600,000 private placement warrants, each

exercisable to purchase one Class A Ordinary Share at $11.50 per share, subject

to adjustment (the "Private Placement Warrants" and, together with the Public

Warrants, the "Warrants");

? a Warrant Agreement, dated January 20, 2021, between the Company and

Continental Stock Transfer & Trust Company, as warrant agent (the "Warrant

Agreement"), which sets forth the expiration and exercise price of and

procedure for exercising the Warrants; certain adjustment features of the terms

of exercise; provisions relating to redemption and cashless exercise of the

Warrants; certain registration rights of the holders of Warrants; provision for

amendments to the Warrant Agreement; and indemnification of the warrant agent

by the Company under the agreement;

? an Investment Management Trust Agreement, dated January 20, 2021, between the

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

establishes the trust account that will hold the net proceeds of the IPO and

certain of the proceeds from the sale of the Private Placement Warrants and the

Forward Purchase Agreement as described below, and sets forth the

responsibilities of the trustee; the procedures for withdrawal and direction of

funds from the trust account; and indemnification of the trustee by the Company


   under the agreement;

? a Registration and Shareholder Rights Agreement, dated January 20, 2021, among

the Company, the Sponsor and certain equityholders of the Company, which

provides for customary demand and piggy-back registration rights for the

Sponsor, and customary piggy-back registration rights for such other

equityholders, as well as certain transfer restrictions applicable to the

Sponsor with respect to the Company's securities, and, upon and following

consummation of our initial business combination, the right of the Sponsor to

nominate three individuals for election to the Company's board of directors;

? a Letter Agreement, dated January 20, 2021, among the Company, the Sponsor and

each executive officer and director of the Company, pursuant to which (a) the

Sponsor and each executive officer and director of the Company has agreed (i)

to vote any Class A Ordinary Shares held by him, her or it in favor of the

Company's initial business combination; (ii) to facilitate the liquidation and

winding up of the Company if an initial business combination is not consummated

within 24 months; (iii) to certain transfer restrictions with respect to the

Company's securities; and (iv) to certain indemnification obligations of the

Sponsor and (b) the Company has agreed not to enter into a definitive agreement

regarding an initial business combination without the prior consent of the


   Sponsor;




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? an Administrative Services Agreement, dated January 20, 2021, between the

Company and the Sponsor, pursuant to which the Sponsor has agreed to make

available office space, secretarial and administrative services, as may be

required by the Company from time to time, for $10,000 per month until the

earlier of the Company's initial business combination or liquidation;

? a Forward Purchase Agreement, dated January 14, 2021 (the "Forward Purchase

Agreement"), between the Company and General Electric Pension Trust ("GEPT"),

pursuant to which, in exchange for $824,500 of proceeds paid by GEPT to the

Company concurrently with the closing of the IPO, GEPT will have the right, in

its discretion, to purchase up to the lesser of (i) $50,000,000 of units and

(ii) a number of units equal to 19.99% of the pro forma equity outstanding at

the time of the closing of the Company's initial business combination,

including but not limited to, any Class A Ordinary Shares and Class B ordinary

shares of the Company, par value $0.0001 per share (the "Class B Ordinary

Shares") issued in connection with this offering, the Forward Purchase . . .

Item 3.02. Unregistered Sales of Equity Securities.

Simultaneous with the consummation of the IPO and the issuance and sale of the Units, the Company consummated the private placement of 6,600,000 Private Placement Warrants, generating total proceeds of $5,775,000 (the "Private Placement"). The Private Placement Warrants, which were purchased by the Sponsor, are substantially similar to the Public Warrants, except that if held by GEPT, the Sponsor or its permitted transferees, they (i) may be exercised for cash or on a cashless basis, (ii) are not subject to being called for redemption (except in certain circumstances when the Public Warrants are called for redemption and a certain price per Class A Ordinary Share threshold is met) and (iii) subject to certain limited exceptions, will be subject to transfer restrictions until 30 days following the consummation of the Company's initial business combination. If the Private Placement Warrants are held by holders other than GEPT, the Sponsor or its permitted transferees, the Private Placement Warrants will be redeemable by the Company in all redemption scenarios and exercisable by holders on the same basis as the Public Warrants. The Private Placement Warrants have been issued pursuant to, and are governed by the Warrant Agreement.

Item 5.03. Amendments to Memorandum and Articles of Association.

In connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association. The Amended and Restated Memorandum and Articles of Association is filed herewith as Exhibit 3.1 and is incorporated by reference herein.





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 Item 8.01. Other Events.

On January 14, 2021, the Company issued a press release announcing the pricing of the IPO, a copy of which is attached hereto as Exhibit 99.1, and is incorporated by reference herein.

On January 20, 2021, the Company issued a press release announcing the closing of the IPO, a copy of which is attached hereto as Exhibit 99.2, and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.






 (d) Exhibits




Exhibit No.                                 Description
1.1             Underwriting Agreement, dated as of January 14, 2021, among the
              Company, Jefferies LLC and BMO Capital Markets Corp.
3.1             Amended and Restated Memorandum and Articles of Association
4.1             Warrant Agreement, dated as of January 20, 2021, between Continental
              Stock Transfer & Trust Company and the Company
10.1            Private Placement Warrants Purchase Agreement, dated as of January 14,
              2021, between the Company and the Sponsor
10.2            Investment Management Trust Account Agreement, dated as of January 20,
              2021, between Continental Stock Transfer & Trust Company and the
              Company
10.3            Registration and Shareholder Rights Agreement, dated as of January 20,
              2021, among the Company, the Sponsor and certain other equityholders
              named therein
10.4            Letter Agreement, dated as of January 14, 2021, among the Company, the
              Sponsor and the Company's officers and directors
10.5            Administrative Services Agreement, dated as of January 20, 2021,
              between the Company and the Sponsor
10.6            Forward Purchase Agreement, dated as of January 14, 2021, between the
              Company and GEPT
10.7            Forfeiture Agreement, dated as of January 14, 2021, between the
              Company and the Sponsor
99.1            Press Release dated January 14, 2021
99.2            Press Release dated January 20, 2021




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