Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
|
Tekkorp Digital Acquisition Corp.
|
|
(Name of Issuer)
|
|
Class A Ordinary Shares, $0.0001 par value
|
|
(Title of Class of Securities)
|
|
G8739H106
|
|
(CUSIP Number)
|
|
Matthew S. Davey
Tekkorp JEMB LLC
1980 Festival Plaza Drive, Suite 300
Las Vegas, Nevada 89135
Tel: (702) 879-9687
With a copy to:
John M. Bibona
Fried, Frank, Harris, Shriver & Jacobson LLP
One New York Plaza
New York, New York 10004
(212) 859-8000
|
|
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
|
|
December 14, 2020
|
|
(Date of Event which Requires Filing of this Statement)
|
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box
☐.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for
any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
|
CUSIP No. G8739H106
|
SCHEDULE 13D |
Page 2 of 9
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
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Tekkorp JEMB LLC
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
|
(b)
|
☐
|
||||
|
|
|
||||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
|
OO (See Item 3)
|
|
|
|||
|
|
|
||||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Cayman Islands
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED VOTING POWER
|
|
|
||
|
4,750,000
|
|
|
|||
|
|
|
||||
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
4,750,000
|
|
|
|||
|
|
|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
4,750,000 (1)
|
|
|
|||
|
|
|
||||
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
|
16.0% (1) (2)
|
|
|
|||
|
|
|
||||
|
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
|
(1)
|
Reflects 4,750,000 founder shares, classified as Class B ordinary shares, par value $0.0001 per share (“Class B Shares”) held of record by Tekkorp
JEMB LLC (the “Sponsor”) that are convertible, at the election of the holder and on a one-for-one basis (subject to adjustment) into Class A ordinary shares, par value $0.0001 per share (“Class A Shares”).
|
|
(2)
|
Based on 25,000,000 Class A Shares outstanding as of December 4, 2020, as reflected in the Form 10-Q filed by Tekkorp
Digital Acquisition Corp. (the “Issuer”) with the U.S. Securities and Exchange Commission (“SEC”) on December 4, 2020, together with the 4,750,000 Class A Shares that the Sponsor has the right to acquire, within 60 days,
upon conversion of the Class B Shares of which it is the record owner.
|
|
CUSIP No. G8739H106
|
SCHEDULE 13D
|
Page 3 of 9
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
Tekkorp Holdings LLC
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
|
(b)
|
☐
|
||||
|
|
|
||||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
|
OO (See Item 3)
|
|
|
|||
|
|
|
||||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Nevada
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED VOTING POWER
|
|
|
||
|
4,750,000
|
|
|
|||
|
|
|
||||
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
4,750,000
|
|
|
|||
|
|
|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
4,750,000 (1)
|
|
|
|||
|
|
|
||||
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
|
16.0% (1) (2)
|
|
|
|||
|
|
|
||||
|
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
|
(1)
|
Reflects 4,750,000 founder shares, classified as Class B Shares, held of record by the Sponsor that are convertible, at
the election of the holder and on a one-for-one basis (subject to adjustment) into Class A Shares.
|
|
(2)
|
Based on 25,000,000 Class A Shares outstanding as of December 4, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on December 4, 2020, together with the 4,750,000 Class A Shares that
the Sponsor has the right to acquire, within 60 days, upon conversion of the Class B Shares of which it is the record owner.
|
|
CUSIP No. G8739H106
|
SCHEDULE 13D
|
Page 4 of 9
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
Matthew S. Davey
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
|
(b)
|
☐
|
||||
|
|
|
||||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
|
OO (See Item 3)
|
|
|
|||
|
|
|
||||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Australia
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED VOTING POWER
|
|
|
||
|
4,750,000
|
|
|
|||
|
|
|
||||
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
4,750,000
|
|
|
|||
|
|
|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
4,750,000 (1)
|
|
|
|||
|
|
|
||||
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
|
16.0% (1) (2)
|
|
|
|||
|
|
|
||||
|
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
IN
|
|
|
|||
|
|
|
||||
|
(1)
|
Reflects 4,750,000 founder shares, classified as Class B Shares, held of record by the Sponsor that are convertible, at the election of the holder and on a
one-for-one basis (subject to adjustment) into Class A Shares.
|
|
(2)
|
Based on 25,000,000 Class A Shares outstanding as of December 4, 2020, as reflected in the Form 10-Q filed by the
Issuer with the SEC on December 4, 2020, together with the 4,750,000 Class A Shares that the Sponsor has the right to acquire, within 60 days, upon conversion of the Class B Shares of which it is the record owner.
|
|
CUSIP No. G8739H106
|
SCHEDULE 13D
|
Page 5 of 9
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
JEMB SPAC LLC
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
|
(b)
|
☐
|
||||
|
|
|
||||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
|
OO (See Item 3)
|
|
|
|||
|
|
|
||||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Delaware
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED VOTING POWER
|
|
|
||
|
4,750,000
|
|
|
|||
|
|
|
||||
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
4,750,000
|
|
|
|||
|
|
|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
4,750,000 (1)
|
|
|
|||
|
|
|
||||
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
|
16.0%
(1) (2)
|
|
|
|||
|
|
|
||||
|
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
|
(1)
|
Reflects 4,750,000 founder shares, classified as Class B Shares, held of record by the Sponsor that are convertible, at the election of the holder and on a one-for-one basis (subject to adjustment) into
Class A Shares.
|
|
(2)
|
Based on 25,000,000 Class A Shares outstanding as of December 4, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on December 4, 2020, together with the 4,750,000 Class A Shares that
the Sponsor has the right to acquire, within 60 days, upon conversion of the Class B Shares of which it is the record owner.
|
|
CUSIP No. G8739H106
|
SCHEDULE 13D
|
Page 6 of 9
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
Morris Bailey
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
|
(b)
|
☐
|
||||
|
|
|
||||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
|
OO (See Item 3)
|
|
|
|||
|
|
|
||||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
United States
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
|
1,000,000
|
|
|
|||
|
|
|
||||
|
8
|
SHARED VOTING POWER
|
|
|
||
|
5,750,000
|
|
|
|||
|
|
|
||||
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
1,000,000
|
|
|
|||
|
|
|
||||
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
5,750,000
|
|
|
|||
|
|
|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
6,750,000 (1)
|
|
|
|||
|
|
|
||||
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
|
22.7% (1) (2)
|
|
|
|||
|
|
|
||||
|
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
IN
|
|
|
|||
|
|
|
||||
|
(1)
|
Reflects 4,750,000 founder shares, classified as Class B Shares, held of record by the Sponsor that are convertible, at the election of the holder and on a one-for-one basis (subject to adjustment) into
Class A Shares, together with an additional 1,000,000 Class A Shares of which Morris Bailey is the beneficial owner and an additional 1,000,000 Class A Shares beneficially owned by Bailey Grand Investments LLC, of which Morris Bailey is
the managing member.
|
|
(2)
|
Based on 25,000,000 Class A Shares outstanding as of December 4, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on December 4, 2020,
together with the 4,750,000 Class A Shares that the Sponsor has the right to acquire, within 60 days, upon conversion of the Class B Shares of which it is the record owner.
|
|
CUSIP No. G8739H106
|
SCHEDULE 13D
|
Page 7 of 9
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
Bailey Grand Investments LLC
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
|
(b)
|
☐
|
||||
|
|
|
||||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
|
OO (See Item 3)
|
|
|
|||
|
|
|
||||
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Delaware
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED VOTING POWER
|
|
|
||
|
1,000,000
|
|
|
|||
|
|
|
||||
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
1,000,000
|
|
|
|||
|
|
|
||||
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
1,000,000 (1)
|
|
|
|||
|
|
|
||||
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
|
||||
|
|
|
||||
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
|
4.0% (1) (2)
|
|
|
|||
|
|
|
||||
|
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
|
(1)
|
Reflects 1,000,000 Class A Shares beneficially owned by Bailey Grand Investments LLC, of which Morris Bailey is the
managing member.
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(2)
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Based on 25,000,000 Class A Shares outstanding as of December 4, 2020, as reflected in the Form 10-Q filed by the Issuer with the SEC on December 4, 2020.
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ITEM 1. SECURITY AND ISSUER
This Amendment No. 1 to the statement on Schedule 13D (this “Amendment No. 1”) amends the
Schedule 13D originally filed by the undersigned (the “Reporting Persons”) on November 2, 2020 (the “Original
Schedule 13D”) regarding the Class A ordinary shares, par value $0.0001 per share (the “Class A Shares”), of Tekkorp Digital Acquisition Corp., a Cayman
Islands exempted corporation (the “Issuer” or, the “Company”), underlying units issued in the
Issuer’s initial public offering (“IPO”) and Class A Shares issuable upon conversion of founder shares, classified as Class B ordinary shares, par value $0.0001 per share
(the “Class B Shares” and, together with the Class A Shares, the “Shares”), of the Issuer. The
address of the Issuer’s principal executive offices is 1980 Festival Plaza Drive, Suite 300, Las Vegas, Nevada, 89135.
Except as specifically provided herein, this Amendment No. 1 does not modify any of the information previously reported on the Original Schedule 13D. Capitalized
terms used but not otherwise defined in this Amendment No. 1 shall have the meanings ascribed to them in the Original Schedule 13D.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The Sponsor acquired 8,625,000 Class B Shares (“Founder Shares”) on August
20, 2020 in exchange for a capital contribution of $25,000, or approximately $0.003 per share, such capital provided in equal installments of $12,500 by each of Holdings and JEMB SPAC. On September 23, 2020, the Sponsor transferred 25,000 Founder
Shares to each of Marlon Goldstein, Thomas Roche, Tony Rodio and Sean Ryan and 850,000 Founder Shares to each of Robin Chhabra and a trust for the benefit of Eric Matejevich’s issue, in each case, at their original per share purchase price.
On October 20, 2020, a total of 1,437,500 Founder Shares were transferred to the Issuer and cancelled. Of the 1,437,500 Founder Shares transferred to
the Issuer for cancellation, the Sponsor transferred 1,230,242 such shares, and Robin Chhabra and a trust for the benefit of Eric Matejevich’s issue each transferred 103,629 such shares.
On December 11, 2020, the over-allotment option granted to the underwriter of the Issuer’s IPO expired without being exercised, resulting in the
forfeiture of 937,500 Founder Shares. As a result, on December 14, 2020, a total of 937,500 Founder Shares were irrevocably surrendered to the Issuer for cancellation and for no consideration. Of the 937,500 Founder Shares irrevocably surrendered
to the Issuer for cancellation, 844,758 Founder Shares were surrendered by the Sponsor, and Robin Chhabra and a trust for the benefit of Eric Matejevich’s issue each surrendered 46,371 such shares.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) and (b)
The aggregate number and percentage of Class A Shares beneficially owned by each Reporting Persons
is based upon the 25,000,000 Class A Shares outstanding as of December 4, 2020, as reflected in the Form 10Q filed by the Issuer with the SEC on December 4, 2020, together with, where such
Reporting Person beneficially owns Class B Shares, the requisite amount of Class A Shares issuable upon conversion of such Class B Shares.
The Sponsor has the shared power to vote or direct the vote of, and the shared power to dispose or direct the disposition of, the 4,750,000 Class B Shares of which it is the record owner, which
represents 16.0% of the outstanding Class A Shares, as calculated pursuant to Rule 13d-3(d).
Holdings and JEMB SPAC, as the sole members of the Sponsor, may be deemed to beneficially own, and have the shared power to vote or direct the vote of, and the shared power to dispose or direct
the disposition of, the 4,750,000 Class B Shares of which the Sponsor is the record owner, representing 16.0% of the outstanding Class A Shares, as calculated pursuant to Exchange Act Rule 13d-3(d).
Mr. Davey, as the manager of Holdings, may be deemed to beneficially own, and has the shared power to vote or direct the vote of, and the shared power to dispose or direct the disposition of, the
4,750,000 Class A Shares of which Holdings is the beneficial owner, representing 16.0% of the outstanding Class A Shares, as calculated pursuant to Exchange Act Rule 13d-3(d).
Bailey Grand has the shared power to vote or direct the vote of, and the shared power to dispose or direct the disposition of, the 1,000,000 Class A Shares of which it
is the beneficial owner,
representing 4.0% of the outstanding Class A Shares, as calculated pursuant to Exchange Act Rule 13d-3(d).
Mr. Bailey, as the managing member of both JEMB SPAC and Bailey Grand, has the shared power to vote or direct the vote of, and the shared power to dispose or direct the disposition of, the
4,750,000 Class A Shares of which JEMB SPAC is the beneficial owner and the 1,000,000 Class A Shares of which Bailey Grand is the beneficial owner. In addition, Mr. Bailey has the sole power to vote or direct the vote of, and the sole power to
dispose or direct the disposition of, the 1,000,000 Class A Shares of which Mr. Bailey is the beneficial owner. In the aggregate, Mr. Bailey may be deemed to be the beneficial owner of 6,750,000 Class A Shares, representing 22.7% of the
outstanding Class A Shares, as calculated pursuant to Exchange Act Rule 13d-3(d).
(c)
Except as set forth in this Statement, the Reporting Persons have not engaged in any other transactions in the Issuer’s Shares since the filing of the Original Schedule
13D.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.
Dated: December 15, 2020
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TEKKORP JEMB LLC
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By:
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/s/ Matthew S. Davey | |||
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Name:
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Matthew S. Davey
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|||
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Title:
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Authorized Signatory
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TEKKORP HOLDINGS LLC
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By:
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/s/ Matthew S. Davey | |||
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Name:
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Matthew S. Davey
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|||
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Title:
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Manager
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|||
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MATTHEW S. DAVEY
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||||
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By:
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/s/ Matthew S. Davey | |||
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Name:
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Matthew S. Davey
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|||
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JEMB SPAC LLC
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||||
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By:
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/s/ Morris Bailey |
|||
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Name:
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Morris Bailey
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|||
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Title:
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Managing Member
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|||
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MORRIS BAILEY
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||||
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By:
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/s/ Morris Bailey |
|||
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Name:
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Morris Bailey
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BAILEY GRAND INVESTMENTS LLC
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||||
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By:
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/s/ Morris Bailey | |||
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Name:
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Morris Bailey
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|||
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Title:
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Managing Member
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