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(c) Insurance company as defined in Section 3(a)(19) of the Exchange Act.
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(d) Investment company registered under Section 8 of the Investment Company Act.
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(e) An Investment adviser in accordance with Rule 13d-1
(b)(1)(ii)(e).
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(f) An employee benefit plan or endowment fund in accordance with Rule 13d 1(b)(1)(ii)(f).
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(g) A Parent Holding Company or control person in accordance with Rule 13d 1(b)(1)(ii)(g).
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(h) A Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act.
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(i) A Church Plan that is excluded from the definition of an investment company under Section 3(c)(14) of
the Investment Company Act.
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(j) A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J).
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(k) Group, in accordance with Rule 13d-1(b)(1)(ii)(j). If
filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
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Item 4 Ownership
The responses to Items 5 to 9 and 11 in each of the cover pages of this Schedule 13G are incorporated herein by reference.
As of December 31, 2019, Sponsor directly holds 5,031,250 Class B Ordinary Shares of the Issuer, representing 20% of the
Issuers Ordinary Shares issued and outstanding, based on 20,125,000 Class A Ordinary Shares and 5,031,250 Class B Ordinary Shares outstanding as of November 12, 2019, as reported by the Issuer in its quarterly report on Form 10-Q filed with the U.S. Securities and Exchange Commission on November 12, 2019. The Class B Ordinary Shares are automatically convertible into the Issuers Class A Ordinary
Shares at the time of the Issuers initial business combination on a one-for-one basis, subject to adjustment, as more fully described under the heading
Description of SecuritiesFounder Shares in the Issuers registration statement on
Form S-1 (File No. 333-232444). constituting approximately 2.8% of the total issued and outstanding Shares and has the sole power to vote and
dispose of such shares.
General Partner, in its capacity as the general partner of Sponsor, has the ability to direct the management of
Sponsor, including the power to vote and dispose of securities held by Sponsor; therefore, General Partner may be deemed to have indirect beneficial ownership of the Class B Ordinary Shares held by Sponsor.
Management, in its capacity as the director of General Partner, has the ability to direct the management of General Partners business,
including the power to direct the decisions of General Partner regarding the vote and disposition of securities held by Sponsor; therefore, Management may be deemed to have indirect beneficial ownership of the Class B Ordinary Shares held by
Sponsor.
Management GP, in its capacity as the director of Management, has the ability to direct the management of Managements
business, including the power to direct the decisions of Management regarding the vote and disposition of securities held by Sponsor; therefore, Management GP may be deemed to have indirect beneficial ownership of the Class B Ordinary Shares
held by Sponsor.
Atlas, in its capacity as the sole managing member of Management GP, has the ability to direct the management of
Management GPs business, including the power to direct the decisions of Management GP regarding the vote and disposition of securities held by Sponsor; therefore, Atlas may be deemed to have indirect beneficial ownership of the Class B
Ordinary Shares held by Sponsor.
OCGH GP, in its capacity as the indirect owner of the class B units of Atlas, has the ability to appoint
and remove certain directors of Atlas and, as such, may indirectly control the decisions of Atlas regarding the vote and disposition of securities held by Sponsor; therefore, OCGH GP may be deemed to have indirect beneficial ownership of the
Class B Ordinary Shares held by Sponsor.