Filing Details
- Accession Number:
- 0001213900-20-044203
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2020-12-23 07:45:41
- Reporting Period:
- 2020-12-16
- Accepted Time:
- 2020-12-23 07:45:41
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1723580 | Burgerfi International Inc. | BFI | Retail-Eating Places (5812) | 822418815 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1793414 | Ophir Sternberg | 4218 Ne 2Nd Avenue Miami FL 33137 | Executive Chairman | Yes | Yes | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock, Par Value $0.0001 Per Share Underlying Units | Acquisiton | 2020-12-16 | 1,000,000 | $10.00 | 1,000,000 | No | 4 | P | Indirect | Lionheart Equities, LLC See foonote |
Common Stock, Par Value $0.0001 Per Share | Disposition | 2020-12-16 | 1,000,000 | $0.00 | 0 | No | 4 | J | Indirect | Lionheart Equities, LLC See foonote |
Common Stock, Par Value $0.0001 Per Share | Disposition | 2020-12-16 | 265,659 | $0.00 | 1,319,341 | No | 4 | J | Indirect | LH Equities, LLC See foonote |
Common Stock, Par Value $0.0001 Per Share Underlying Units | Acquisiton | 2020-12-16 | 150,000 | $0.00 | 150,000 | No | 4 | J | Indirect | Lionheart Equities, LLC See footnote |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | P | Indirect | Lionheart Equities, LLC See foonote |
No | 4 | J | Indirect | Lionheart Equities, LLC See foonote |
No | 4 | J | Indirect | LH Equities, LLC See foonote |
No | 4 | J | Indirect | Lionheart Equities, LLC See footnote |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Warrant underlying Units | Acquisiton | 2020-12-16 | 1,000,000 | $0.00 | 1,000,000 | $11.50 |
Common Stock | Warrant underlying Units | Acquisiton | 2020-12-16 | 150,000 | $0.00 | 150,000 | $11.50 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
1,000,000 | 2021-01-16 | 2025-12-16 | No | 4 | P | Indirect |
150,000 | 2021-01-16 | 2025-12-16 | No | 4 | J | Indirect |
Footnotes
- Pursuant to the terms of the Amended and Restated Forward Purchase Contract, dated December 16, 2020, between the Lionheart Equities, LLC ("Lionheart") and the Issuer, Lionheart purchased 1,000,000 forward purchase units (the "Units") at $10.00 per unit, in a private placement, for an aggregate purchase price of $10,000,000, in connection with the consummation of the business combination between Opes Acquisition Corp. ("OPES") and BurgerFi International, LLC. Each Unit consists of one share of Common Stock, par value $0.0001 per share (the "Shares") and one warrant exercisable to purchase one share of Common Stock at an exercise price of $11.50 per share (the "Warrants"). Mr. Sternberg, as manager of Lionheart has sole voting and dispositive control over the Shares and Warrants.
- Reflects the distribution of the Shares to Lionheart's investors who funded the purchase of the Units from the Issuer. No consideration was paid for the distribution.
- In connection with the consummation of the Business Combination, LH Equities, LLC ("LH Equities") transferred (i) 48,000 Founders' Shares (collectively) to David Brain, James Anderson, Martha (Stormy) L. Byorum and Allison Greenfield (members of the pre-Closing OPES Board of Directors), (ii) 20,000 Founders' Shares to EarlyBirdCapital, LLC; and (iii) 197,659 Founders' Shares to Strongback Holdings Limited. No consideration was received for the transfer.
- Represents shares beneficially owned by LH Equities. Lionheart is the majority holder of the interests in LH Equities. Mr. Sternberg, as manager of Lionheart has sole voting control over the shares and shares dispositive control over the shares with the Domus Family Limited Liability Partnership, which owns interests in LH Equities, LLC. The business address for LH Equities, LLC is c/o Lionheart Equities, LLC, 4218 NE 2nd Avenue, Miami, FL 33137. The business address for Lionheart Equities is 4218 NE 2nd Avenue, Miami, FL 33137.
- Represents shares and warrants, as applicable, underlying units that were issued to Lionheart upon conversion of $1,500,000 in working capital loans provided by Lionheart to OPES prior to the business combination with BurgerFi International, LLC. The principal amount of the loan was convertible into units at a conversion price of $10.00 per unit upon the consummation of the business combination.