Filing Details
- Accession Number:
- 0000902664-19-001028
- Form Type:
- 13G Filing
- Publication Date:
- 2019-02-14 09:18:32
- Filed By:
- Arrowgrass Capital Partners
- Company:
- Verra Mobility Corp (NASDAQ:VRRM)
- Filing Date:
- 2019-02-14
- SEC Url:
- 13G Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Arrowgrass Capital Partners (US) | 2,641,700 | 2,641,700 | 2,641,700 | 1.7% | ||
| Arrowgrass Capital Services (US) Inc | 2,641,700 | 2,641,700 | 2,641,700 | 1.7% |
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| | |
| SCHEDULE 13G/A | |
| | |
| Under the Securities Exchange Act of 1934 | |
| (Amendment No. 1) | |
| Verra Mobility Corporation (formerly known as Gores Holdings II, Inc.) | |
| (Name of Issuer) | |
| Class A Common Stock, par value $0.0001 per share | |
| (Title of Class of Securities) | |
| 92511U102 | |
| (CUSIP Number) | |
| December 31, 2018 | |
| (Date of Event Which Requires Filing of this Statement) | |
| Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed: | |
| x | Rule 13d-1(b) |
| ¨ | Rule 13d-1(c) |
| ¨ | Rule 13d-1(d) |
| (Page 1 of 7 Pages) | |
______________________________
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 (the "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).
| 1 | NAMES OF REPORTING PERSONS Arrowgrass Capital Partners (US) LP | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (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 2,641,700 shares of Class A Common Stock (including 1,024,200 shares of Class A Common Stock issuable upon exercise of warrants) | |||||
| 7 | SOLE DISPOSITIVE POWER - 0 - | |||||
| 8 | SHARED DISPOSITIVE POWER 2,641,700 shares of Class A Common Stock (including 1,024,200 shares of Class A Common Stock issuable upon exercise of warrants) | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,641,700 shares of Class A Common Stock (including 1,024,200 shares of Class A Common Stock issuable upon exercise of warrants) | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.7% | |||||
| 12 | TYPE OF REPORTING PERSON IA, PN | |||||
| 1 | NAMES OF REPORTING PERSONS Arrowgrass Capital Services (US) Inc. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (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 2,641,700 shares of Class A Common Stock (including 1,024,200 shares of Class A Common Stock issuable upon exercise of warrants) | |||||
| 7 | SOLE DISPOSITIVE POWER - 0 - | |||||
| 8 | SHARED DISPOSITIVE POWER 2,641,700 shares of Class A Common Stock (including 1,024,200 shares of Class A Common Stock issuable upon exercise of warrants) | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,641,700 shares of Class A Common Stock (including 1,024,200 shares of Class A Common Stock issuable upon exercise of warrants) | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.7% | |||||
| 12 | TYPE OF REPORTING PERSON CO | |||||
| Item 1(a). | NAME OF ISSUER. |
| The name of the issuer is Verra Mobility Corporation (formerly known as Gores Holdings II, Inc.) (the "Company"). |
| Item 1(b). | ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: |
| The Company's principal executive offices are located at 1150 North Alma School Road, Mesa, Arizona 85201. |
| Item 2(a). | NAME OF PERSON FILING: | |
| This statement is filed by: | ||
| (i) | Arrowgrass Capital Partners (US) LP ("ACP"), a Delaware limited partnership, which serves as the investment manager to certain funds and/or accounts (the "Arrowgrass Funds"), with respect to the shares of Class A Common Stock (as defined below) directly held by the Arrowgrass Funds; and | |
| (ii) | Arrowgrass Capital Services (US) Inc. ("ACS"), a Delaware corporation, which serves as the general partner of ACP, with respect to the shares of Class A Common Stock directly held by the Arrowgrass Funds. | |
| The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. | ||
| The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the shares of Class A Common Stock reported herein. | ||
| Item 2(b). | ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: |
| The address of the business office of each of the Reporting Persons is 1330 Avenue of the Americas, 32nd Floor, New York, New York 10019. |
| Item 2(c). | CITIZENSHIP: |
| ACP is a limited partnership organized under the laws of the State of Delaware. ACS is a corporation organized under the laws of the State of Delaware. |
| Item 2(d). | TITLE OF CLASS OF SECURITIES: |
| Class A Common Stock, par value $0.0001 per share (the "Class A Common Stock"). |
| Item 2(e). | CUSIP NUMBER: |
| 92511U102 |
| 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) | x | Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); | |
| (f) | ¨ | Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
| |
| (g) | x | Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); | |
| (h) | ¨ | Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
| |
| (i) | ¨ | Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);
| |
| (j) | ¨ | Non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); | |
| (k) | ¨ | Group, in accordance with Rule 13d-1(b)(1)(ii)(K). |
| If filing as a non-U.S. institution in accordance with Rule 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 5 - 11 of the cover page for each of the Reporting Persons and is incorporated herein by reference. The percentages used herein are calculated based upon 156,056,642 shares of Class A Common Stock outstanding, which reflects the number of shares outstanding as of November 13, 2018, as reported in the Company's Prospectus Supplement No. 1 filed pursuant to Rule 424(b)(3) with the Securities and Exchange Commission on November 16, 2018, and assumes the exercise of the warrants reported herein. | ||
| Item 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. |
| If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ý |
| Item 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. |
| See Item 2. |
| Item 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. |
| Not applicable. |
| Item 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. |
| Not applicable. |
| Item 9. | NOTICE OF DISSOLUTION OF GROUP. |
| Not applicable. |
| Item 10. | CERTIFICATION. |
| Each of the Reporting Persons hereby makes the following certification: | |
| By signing below each Reporting Person certifies that, to the best of its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
DATED: February 14, 2019
| ARROWGRASS CAPITAL PARTNERS (US) LP | |
| /s/ David Worley | |
| Name: David Worley | |
| Title: Chief Compliance Officer | |
| ARROWGRASS CAPITAL SERVICES (US) INC. | |
| /s/ James O’Connor | |
| Name: James O’Connor | |
| Title: Director | |