Sec Form 13G Filing - FTAC Hera Sponsor LLC filing for FTAC Hera Acquisition Corp. (HERA) - 2022-02-04

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No.     )*

 

 

FTAC Hera Acquisition Corp.

(Name of Issuer)

 

Class A Ordinary Shares, par value $0.0001 per share

(Title of Class of Securities)

 

G3728Y 103

(CUSIP Number)

 

December 31, 2021

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

☐ Rule 13d-1(b)

 

☐ Rule 13d-1(c)

 

☒ Rule 13d-1(d)

 

*

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 the disclosures provided in a prior cover page.

 

The information required in 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. G3728Y 103

 

1.	Names of reporting persons.    FTAC Hera Sponsor, LLC
2.	Check the appropriate box if a member of a group (see instructions)    (a)  ☐        (b)  ☐
3.	SEC use only
4.	Citizenship or place of organization    Delaware

Number of shares beneficially owned by each reporting person with	5.	Sole voting power    0
	6.	Shared voting power    4,900,000**
	7.	Sole dispositive power    0
	8.	Shared dispositive power    4,900,000**

< td style="border-right: Black 1.5pt solid; border-bottom: Black 1.5pt solid; padding-right: 8pt">

 Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

 

 N/A

9.	Aggregate amount beneficially owned by each reporting person    4,900,000**
10.
11.	Percent of class represented by amount in Row (9)    4.5%
12.	Type of reporting person (see instructions)    OO

 

 ** See Item 4 of this filing.

 

 

CUSIP No. G3728Y 103

 

1.	Names of reporting persons.     FTAC Hera Advisors, LLC
2.	Check the appropriate box if a member of a group (see instructions)    (a)  ☐        (b)  ☐
3.	SEC use only
4.	Citizenship or place of organization    Delaware

Number of shares beneficially owned by each reporting person with	5.	Sole voting power    0
	6.	Shared voting power    17,826,940**
	7.	Sole dispositive power    0
	8.	Shared dispositive power    17,826,940**

9.	Aggregate amount beneficially owned by each reporting person    17,826,940**
10.	Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    N/A
11.	Percent of class represented by amount in Row (9)    16.4%
12.	Type of reporting person (see instructions)    OO

 

 ** See Item 4 of this filing.

 

 

CUSIP No. G3728Y 103

 

1.	Names of reporting persons.     Hera Sponsor Interests, LLC
2.	Check the appropriate box if a member of a group (see instructions)    (a)  ☐        (b)  ☐
3.	SEC use only
4.	Citizenship or place of organization    Delaware

Number of shares beneficially owned by each reporting person with	5.	Sole voting power    0
	6.	Shared voting power    22,726,940**
	7.	Sole dispositive power    0
	8.	Shared dispositive power    22,726,940**

9.	Aggregate amount beneficially owned by each reporting person    22,726,940**
10.	Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    N/A
11.	Percent of class represented by amount in Row (9)    20.9%
12.	Type of reporting person (see instructions)    OO

 

 ** See Item 4 of this filing.

 

 

CUSIP No. G3728Y 103

 

1.	Names of reporting persons.     Daniel G. Cohen
2.	Check the appropriate box if a member of a group (see instructions)    (a)  ☐        (b)  ☐
3.	SEC use only
4.	Citizenship or place of organization    United States

Number of shares beneficially owned by each reporting person with	5.	Sole voting power    0
	6.	Shared voting power    22,726,940**
	7.	Sole dispositive power    0
	8.	Shared dispositive power    22,726,940**

9.	Aggregate amount beneficially owned by each reporting person    22,726,940**
10.	Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    N/A
11.	Percent of class represented by amount in Row (9)    20.9%
12.	Type of reporting person (see instructions)    IN

 

 ** See Item 4 of this filing.

 

 

CUSIP No. G3728Y 103

 

1.	Names of reporting persons.     Betsy Z. Cohen
2.	Check the appropriate box if a member of a group (see instructions)    (a)  ☐        (b)  ☐
3.	SEC use only
4.	Citizenship or place of organization    United States

Number of shares beneficially owned by each reporting person with	5.	Sole voting power    0
	6.	Shared voting power    22,726,940**
	7.	Sole dispositive power    0
	8.	Shared dispositive power    22,726,940**

9.	Aggregate amount beneficially owned by each reporting person    22,726,940**
10.	Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    N/A
11.	Percent of class represented by amount in Row (9)    20.9%
12.	Type of reporting person (see instructions)    IN

 

 ** See Item 4 of this filing.

 

 

Item 1.

 

(a)

Name of Issuer

 

FTAC Hera Acquisition Corp. (the “Issuer 01D;)

 

(b)

Address of Issuer’s Principal Executive Offices

 

2929 Arch Street, Suite 1703

Philadelphia, PA 19104

 

Item 2.

 

(a)

Name of Person Filing

 

(1)

FTAC Hera Sponsor, LLC

(2)

FTAC Hera Advisors, LLC

(3)

Hera Sponsor Interests, LLC

(4)

Daniel G. Cohen

(5)

Betsy Z. Cohen (collectively, the “Reporting Persons”)

 

(b)

Address of Principal Business Office or, if none, Residence

 

The business address of each of the Reporting Persons is c/o FTAC Hera Acquisition Corp., 2929 Arch Street, Suite 1703, Philadelphia, PA 19104.

 

(c)

Citizenship

 

Each of FTAC Hera Sponsor, LLC, FTAC Hera Advisors, LLC and Hera Sponsor Interests, LLC is a Delaware limited liability company. Each of Mr. Cohen and Ms. Cohen is a United States citizen.

 

(d)

Title of Class of Securities

 

Class A ordinary shares, par value $0.0001 per share

 

(e)

CUSIP Number

 

G3728Y 103

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

  

	(a)	☐	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
	(b)	☐	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
	(c)	☐	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
	(d)	☐	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8) ;
	(e)	☐	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	☐	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	☐	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
	(h)	☐	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	☐	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	☐	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
	(k)	☐	Group, in accordance with §240.13d-1(b)(1)(ii)(K).

  

  

If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:

 

Item 4.

Ownership.

 

The information required by Items 4(a)-(c) is set forth in Rows 1 and 5 through 11 of the cover page for each Reporting Person and is incorporated herein by reference for each such Reporting Person. The beneficial ownership percentage for each Reporting Person is based on 108,834,700 of the Issuer’s common shares outstanding as of November 12, 2021.

 

FTAC Hera Sponsor, LLC (“FTAC Sponsor”) is the direct beneficial owner of 960,000 of the Issuer’s Class A ordinary shares and 3,940,000 of the Issuer’s Class B ordinary shares. FTAC Hera Advisors, LLC (“Advisors” and together with FTAC Sponsor, the “Sponsors”) is the direct beneficial owner of 17,826,940 of the Issuer’s Class B ordinary shares. The Class B ordinary shares held by the Sponsors will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustments described in the Issuer's charter documents.

 

Each Sponsor is managed by Hera Sponsor Interests, LLC, an entity controlled by Mr. Cohen and Ms. Cohen. As a result of the foregoing, each of Mr. Cohen and Ms. Cohen may be deemed to share voting and investment power over the Issuer’s common shares held directly by the Sponsors. Each of Mr. Cohen and Ms. Cohen disclaims beneficial ownership of these securities, except to the extent of his or her pecuniary interest therein.

  

Item 5.

Ownership of Five Percent or Less of a Class

 

N/A

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

 

See Item 4.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

 

N/A

 

Item 8.

Identification and Classification of Members of the Group

 

N/A

 

Item 9.

Notice of Dissolution of Group.

 

N/A

 

Item 10.

Certifications

 

N/A

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

February 4, 2022

 

	FTAC HERA SPONSOR, LLC
	By: Hera Sponsor Interests, LLC, its manager
	By:	/s/ Betsy Z. Cohen
	Name:	Betsy Z. Cohen
	Title:	Manager

 

	FTAC HERA ADVISORS, LLC
	By: Hera Sponsor Interests, LLC, its manager

 

	By:	/s/ Betsy Z. Cohen
	Name:	Betsy Z. Cohen
	Title:	Manager

 

HERA SPONSOR INTERESTS, LLC

 

		/s/ Betsy Z. Cohen
	Name:	Betsy Z. Cohen
	Title:	Manager

 

	/s/ Daniel G. Cohen
	Daniel G. Cohen

 

	/s/ Betsy Z. Cohen
	Betsy Z. Cohen

 

 

EXHIBIT I

 

JOINT FILING AGREEMENT

 

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. 

 

DATED as of February 4, 2022

 

	FTAC HERA SPONSOR, LLC
	By: Hera Sponsor Interests, LLC, its manager
	By:	/s/ Betsy Z. Cohen
	Name:	Betsy Z. Cohen
	Title:	Manager

 

	FTAC HERA ADVISORS, LLC
	By: Hera Sponsor Interests, LLC, its manager

 

	By:	/s/ Betsy Z. Cohen
	Name:	Betsy Z. Cohen
	Title:	Manager

 

HERA SPONSOR INTERESTS, LLC

 

		/s/ Betsy Z. Cohen
	Name:	Betsy Z. Cohen
	Title:	Manager

 

	/s/ Daniel G. Cohen
	Daniel G. Cohen

 

	/s/ Betsy Z. Cohen
	Betsy Z. Cohen

 

 

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