Filing Details
- Accession Number:
- 0001193125-20-240115
- Form Type:
- 13G Filing
- Publication Date:
- 2020-09-04 16:30:57
- Filed By:
- Scopus Asset Management
- Company:
- Shift Technologies Inc.
- Filing Date:
- 2020-09-04
- 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 |
|---|---|---|---|---|---|---|
| Alexander Mitchell | 0 | 1,350,000 | 0 | 1,350,000 | 1,350,000 | 8.7% |
| Scopus Capital, Inc | 0 | 1,350,000 | 0 | 1,350,000 | 1,350,000 | 8.7% |
| Scopus Asset Management | 0 | 1,350,000 | 0 | 1,350,000 | 1,350,000 | 8.7% |
| Scopus Advisors | 0 | 1,240,718 | 0 | 1,240,718 | 1,240,718 | 8.0% |
| Scopus Partners | 0 | 81,986 | 0 | 81,986 | 81,986 | 0.5% |
| Scopus Partners II | 0 | 124,335 | 0 | 124,335 | 124,335 | 0.8% |
| Scopus Vista Partners | 0 | 1,034,397 | 0 | 1,034,397 | 1,034,397 | 6.7% |
| Scopus Fund Ltd | 0 | 46,062 | 0 | 46,062 | 46,062 | 0.3% |
| Scopus Vista Fund Ltd | 0 | 63,220 | 0 | 63,220 | 63,220 | 0.4% |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )
Insurance Acquisition Corp.
(Name of Issuer)
Class A Common Stock, $0.0001 par value per share
(Title of Class of Securities)
457867 109
(CUSIP Number)
August 25, 2020
(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 persons 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. 457867 109
| 1. | Names of Reporting Persons
Alexander Mitchell | |||||
| 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 of America | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
1,350,000 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
1,350,000 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,350,000 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
8.7% | |||||
| 12. | Type of Reporting Person (See Instructions)
IN | |||||
2
CUSIP No. 457867 109
| 1. | Names of Reporting Persons
Scopus Capital, Inc. | |||||
| 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
1,350,000 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
1,350,000 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,350,000 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
8.7% | |||||
| 12. | Type of Reporting Person (See Instructions)
CO | |||||
3
CUSIP No. 457867 109
| 1. | Names of Reporting Persons
Scopus Asset Management, L.P. | |||||
| 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
1,350,000 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
1,350,000 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,350,000 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
8.7% | |||||
| 12. | Type of Reporting Person (See Instructions)
IA | |||||
4
CUSIP No. 457867 109
| 1. | Names of Reporting Persons
Scopus 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
1,240,718 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
1,240,718 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,240,718 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
8.0% | |||||
| 12. | Type of Reporting Person (See Instructions)
OO | |||||
5
CUSIP No. 457867 109
| 1. | Names of Reporting Persons
Scopus Partners, L.P. | |||||
| 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
81,986 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
81,986 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
81,986 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.5% | |||||
| 12. | Type of Reporting Person (See Instructions)
PN | |||||
6
CUSIP No. 457867 109
| 1. | Names of Reporting Persons
Scopus Partners II, L.P. | |||||
| 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
124,335 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
124,335 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
124,335 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.8% | |||||
| 12. | Type of Reporting Person (See Instructions)
PN | |||||
7
CUSIP No. 457867 109
| 1. | Names of Reporting Persons
Scopus Vista Partners, L.P. | |||||
| 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
1,034,397 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
1,034,397 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,034,397 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
6.7% | |||||
| 12. | Type of Reporting Person (See Instructions)
PN | |||||
8
CUSIP No. 457867 109
| 1. | Names of Reporting Persons
Scopus Fund Ltd. | |||||
| 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
British Virgin Islands | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
46,062 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
46,062 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
46,062 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.3% | |||||
| 12. | Type of Reporting Person (See Instructions)
CO | |||||
9
CUSIP No. 457867 109
| 1. | Names of Reporting Persons
Scopus Vista Fund Ltd. | |||||
| 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
British Virgin Islands | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
63,220 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
63,220 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
63,220 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.4% | |||||
| 12. | Type of Reporting Person (See Instructions)
CO | |||||
10
| Item 1. |
| (a) | Name of Issuer: |
Insurance Acquisition Corp. (the Issuer)
| (b) | Address of Issuers Principal Executive Offices: |
2929 Arch Street, Suite 1703
Philadelphia, PA 19104
| Item 2. |
| (a) | Name of Person Filing: |
This statement is filed by Mr. Alexander Mitchell; Scopus Capital, Inc. (SCI); Scopus Asset Management, L.P. (SAMLP); Scopus Advisors, LLC (SALLC); Scopus Partners, L.P. (SPLP); Scopus Partners II, L.P. (SPIILP); Scopus Vista Partners, L.P. (SVPLP); Scopus Fund Ltd. (SFL); and Scopus Vista Fund Ltd. (SVFL, and together with Mr. Mitchell, SCI, SAMLP, SALLC, SPLP, SPIILP, SVPLP and SFL, the Reporting Persons).
| (b) | Address of Principal Business Office or, if none, Residence: |
For each Reporting Person:
717 Fifth Ave., 21st Floor
New York, New York 10022
| (c) | Citizenship: |
For each Reporting Person other than Mr. Mitchell, SFL and SVFL, Delaware.
For Mr. Mitchell, United States of America
For SFL and SVFL, British Virgin Islands.
| (d) | Title of Class of Securities: |
Class A Common Stock, $0.0001 par value per share (Class A Common Stock)
| (e) | CUSIP Number: |
457867 109
| Item 3. | If this statement is filed pursuant to §§240.13d-l(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
Not applicable.
| Item 4. | Ownership |
The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover page to this Statement.
The percent of class represented by the amount beneficially owned by each Reporting Person is based on 15,490,000 shares of Class A Common Stock outstanding as of August 13, 2020, as indicated by the Issuers Form 10-Q filed with the
11
Securities and Exchange Commission on August 13, 2020.
The beneficial ownership of SPLP consists of 81,986 shares of Class A Common Stock held by SPLP. The beneficial ownership of SPIILP consists of 124,335 shares of Class A Common Stock held by SPIILP. The beneficial ownership of SVPLP consists of 1,034,397 shares of Class A Common Stock held by SVPLP. The beneficial ownership of SFL consists of 46,062 shares of Class A Common Stock held by SFL. The beneficial ownership of SVFL consists of 63,220 shares of Class A Common Stock held by SVFL.
SALLC is the general partner of each of SPLP, SPIILP and SVPLP and is deemed to have beneficial ownership of the Class A Common Stock beneficially owned by each such entity. SAMLP is the investment advisor to each of SPLP, SPIILP, SVPLP, SFL and SVFL and is deemed to have beneficial ownership of the Class A Common Stock beneficially owned by each such entity. SCI is the general partner of SAMLP and is deemed to have beneficial ownership of the Class A Common Stock beneficially owned by SAMLP. Mr. Mitchell holds 100% of the ownership interest in each of SALLC and SCI and is deemed to have beneficial ownership of the Class A Common Stock beneficially owned by each such entity.
| 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 ☐.
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
SPLP, SPIILP, SVPLP, SFL and SVFL, as the entities that directly hold the shares of Class A Common Stock, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Class A Common Stock reported as beneficially owned by Mr. Mitchell, SCI, SAMLP and SALLC.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
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 |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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, other than activities solely in connection with a nomination under § 240.14a-11.
12
Signature
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 September 4, 2020
| ALEXANDER MITCHELL | SCOPUS CAPITAL, INC. | |||||||
| /s/ Daniel Fried, attorney-in-fact | By: | /s/ Daniel Fried | ||||||
| Name: Daniel Fried | ||||||||
| Title: Attorney-in-Fact | ||||||||
| SCOPUS ASSET MANAGEMENT, L.P. | SCOPUS ADVISORS, LLC | |||||||
| By: Scopus Capital, Inc., its General Partner | ||||||||
| By: | /s/ Daniel Fried | By: | /s/ Daniel Fried | |||||
| Name: Daniel Fried | Name: Daniel Fried | |||||||
| Title: Attorney-in-Fact | Title: Attorney-in-Fact | |||||||
| SCOPUS PARTNERS, L.P. | SCOPUS PARTNERS II, L.P. | |||||||
| By: Scopus Advisors, LLC, its General Partner | By: Scopus Advisors, LLC, its General Partner | |||||||
| By: | /s/ Daniel Fried | By: | /s/ Daniel Fried | |||||
| Name: Daniel Fried | Name: Daniel Fried | |||||||
| Title: Attorney-in-Fact | Title: Attorney-in-Fact | |||||||
| SCOPUS VISTA PARTNERS, L.P. | SCOPUS FUND LTD. | |||||||
| By: Scopus Advisors, LLC, its General Partner | ||||||||
| By: | /s/ Daniel Fried | By: | /s/ Daniel Fried | |||||
| Name: Daniel Fried | Name: Daniel Fried | |||||||
| Title: Attorney-in-Fact | Title: Attorney-in-Fact | |||||||
| SCOPUS VISTA FUND LTD. | ||||||||
| By: | /s/ Daniel Fried | |||||||
| Name: Daniel Fried | ||||||||
| Title: Attorney-in-Fact | ||||||||
13