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Filing Details

Accession Number:: 0001104659-20-102617
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-09-04 16:04:16
Reporting Period:: 2020-08-28

Accepted Time:: 2020-09-04 16:04:16
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1735858	Far Point Acquisition Corp	FPAC	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1040273	Third Point Llc	55 Hudson Yards New York NY 10001	No	No	Yes	No
1300345	S Daniel Loeb	55 Hudson Yards New York NY 10001	No	No	Yes	No
1739799	Far Point Llc	55 Hudson Yards New York NY 10001	No	No	Yes	No
1743247	Cloudbreak Aggregator Lp	55 Hudson Yards New York NY 10001	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2020-08-28	6,421,052	$9.50	10,421,052	No	4	P	Indirect	See Footnote
Class A Common Stock	Disposition	2020-08-28	10,421,052	$0.00	0	No	4	J	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See Footnote
No	4	J	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2020-08-28	5,000,000	$0.00	5,000,000	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2020-08-28	10,692,500	$0.00	10,692,500	$0.00
Class A Common Stock	Warrants	Disposition	2020-08-28	9,766,667	$0.00	9,766,667	$0.00
Class A Common Stock	Warrants	Disposition	2020-08-28	1,333,333	$0.00	1,333,333	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
10,692,500	No	4	J	Indirect
0	No	4	J	Indirect
0	No	4	J	Indirect
0	No	4	J	Indirect

Footnotes

Represents shares of Class A Common Stock purchased by Cloudbreak Aggregator LP ("Cloudbreak") pursuant to the Forward Purchase Agreement, dated as of May 18, 2018 between Issuer and Cloudbreak.
The securities disclosed in this Form 4 are held on behalf of certain funds (the "Funds") managed or advised by Third Point. Daniel S. Loeb is the Chief Executive Officer of Third Point LLC ("Third Point"). By reason of the provisions of Rule 16a-1 under the Securities Exchange Act of 1934, as amended, Third Point and Mr. Loeb may be deemed to be the beneficial owners of the securities held on behalf of the Funds. Third Point and Mr. Loeb hereby disclaim beneficial ownership of all securities, except to the extent of any indirect pecuniary interest therein.
Pursuant to the terms of an Agreement and Plan of Merger, dated as of January 16, 2020 (the "Merger Agreement"), by and among the Issuer, SL Globetrotter, L.P. ("Globetrotter"), Global Blue Group Holding AG ("New Global Blue") and other parties identified therein, each share of the Issuer's Class A Common Stock outstanding immediately prior to the effective time of the Merger (excluding shares of Class A Common Stock redeemed by holders of such shares pursuant to the terms of the Issuer's amended and restated certificate of incorporation) converted into the right to receive one ordinary share of New Global Blue. The transactions (the "Business Combination") contemplated by the Merger Agreement closed on August 28, 2020.
Far Point LLC and its managing member, Cloudbreak, do not have any voting or dispositive power over 4,000,000 of these shares of the Issuer's Class A Common Stock, which are held on behalf of the Funds, and disclaim beneficial ownership of such securities.
As described in the Issuer's registration statement on Form S-1 (File No. 333-225093) under the heading "Description of Securities--Founder Shares", the shares of Class B common stock will automatically convert into shares of Class A common stock on a one-for-one basis at the time of the Business Combination, and have no expiration date.
Represents shares of Class B Common Stock held by Far Point LLC that were forfeited and were cancelled in connection with the Business Combination.
Represents shares of Class B Common Stock held by Far Point LLC that converted into shares of New Global Blue in connection with the Business Combination.
Immediately following the Business Combination, and pursuant to the terms of the Merger Agreement and that certain Letter Agreement, dated as of August 16, 2020 by and among SL Globetrotter, L.P., Global Blue Group AG, Global Blue Group Holding AG, Global Blue US Holdco LLC, Global Blue US Merger Sub Inc. and Global Blue Holding L.P., Cloudbreak Aggregator LP, Far Point LLC, Third Point Ventures LLC (as nominee of the TP Funds), Third Point Offshore Master Fund L.P., Third Point Ultra Master Fund L.P., Third Point Partners Qualified L.P., Third Point Partners L.P. and Third Point Enhanced L.P (the "Letter Agreement"), all 10,692,500 of these ordinary shares of New Global Blue were transferred to Globetrotter or its designees, other than a total of 4,316,321 ordinary shares of New Global Blue which were transferred to Thomas W. Farley and David Bonanno.
Represents private warrants that converted into the same number of warrants of New Global Blue in connection with the Business Combination, and immediately thereafter, all such New Global Blue warrants were transferred to Globetrotter or its designees pursuant to the terms of the Letter Agreement.
The warrants will become exercisable 30 days after the completion of the Business Combination. The warrants will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation. Upon conversion into warrants of New Global Blue in connection with the Business Combination, each whole warrant will entitle the holder thereof to purchase one ordinary share of New Global Blue at a price of $11.50 per share (subject to adjustment).
Represents warrants underlying the 4,000,000 units purchased in connection with the Issuer's initial public offering which converted into the same number of warrants of New Global Blue in connection with the Business Combination.