0001104659-21-090324.txt : 20210708 0001104659-21-090324.hdr.sgml : 20210708 20210708175230 ACCESSION NUMBER: 0001104659-21-090324 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20210708 FILED AS OF DATE: 20210708 DATE AS OF CHANGE: 20210708 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Apollo Principal Holdings III, L.P. CENTRAL INDEX KEY: 0001566433 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40584 FILM NUMBER: 211081143 BUSINESS ADDRESS: STREET 1: C/O INTERTRUST CORPORATE SERVICES STREET 2: (CAYMAN) LIMITED, 190 ELGIN STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9005 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: C/O INTERTRUST CORPORATE SERVICES STREET 2: (CAYMAN) LIMITED, 190 ELGIN STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Apollo Principal Holdings III GP Ltd CENTRAL INDEX KEY: 0001566491 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40584 FILM NUMBER: 211081142 BUSINESS ADDRESS: STREET 1: C/O INTERTRUST CORPORATE SERVICES STREET 2: (CAYMAN) LIMITED, 190 ELGIN STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9005 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: C/O INTERTRUST CORPORATE SERVICES STREET 2: (CAYMAN) LIMITED, 190 ELGIN STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Acropolis Infrastructure Acquisition Sponsor L.P. CENTRAL INDEX KEY: 0001848168 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40584 FILM NUMBER: 211081145 BUSINESS ADDRESS: STREET 1: 27 HOSPITAL ROAD CITY: GEORGETOWN STATE: E9 ZIP: KY1-9008 BUSINESS PHONE: (212) 515 3200 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET, 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AP Caps II Holdings GP, LLC CENTRAL INDEX KEY: 0001826197 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40584 FILM NUMBER: 211081144 BUSINESS ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9008 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9008 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Acropolis Infrastructure Acquisition Corp. CENTRAL INDEX KEY: 0001847891 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET, 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 515 3200 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET, 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: Apollo Infrastructure Acquisition Corp. DATE OF NAME CHANGE: 20210224 3 1 tm217785-17_3seq1.xml OWNERSHIP DOCUMENT X0206 3 2021-07-08 0 0001847891 Acropolis Infrastructure Acquisition Corp. ACRO 0001848168 Acropolis Infrastructure Acquisition Sponsor L.P. 9 WEST 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0001826197 AP Caps II Holdings GP, LLC 9 WEST 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0001566433 Apollo Principal Holdings III, L.P. 9 WEST 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0001566491 Apollo Principal Holdings III GP Ltd 9 WEST 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 Class B Common Stock, par value $0.0001 per share Class A Common Stock, par value $0.0001 per share 8475000 D See Exhibit 99.1. Includes 1,125,000 Class B ordinary shares that are subject to forfeiture if the underwriters in the Issuer's initial public offering of units do not exercise their over-allotment option. See Exhibit 99.2 2021-07-08 EX-99.1 2 tm217785d17_ex99-1.htm EXHIBIT 99.1

 

 

Exhibit 99.1

 

(1)The Class B Common Stock are automatically convertible into the Issuer’s Class A common stock at the time of the Issuer’s initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date, as described under the heading “Description of Securities—Founder Shares” in the Issuer’s registration statement on Form S-1 (File No. 333-254409). The Class B Common Stock reported as beneficially owned represent the aggregate number of shares that are held of record by Acropolis Infrastructure Acquisition Sponsor, L.P. (“Acropolis Sponsor”).

 

Acropolis Sponsor is a Cayman Islands exempted limited partnership managed, advised and operated by AP Caps II Holdings GP, LLC (“Holdings GP”), the general partner of Acropolis Sponsor. Apollo Principal Holdings III, L.P. (“Principal III”) is the sole member of Holdings GP. Apollo Principal Holdings III GP, Ltd. (“Principal III GP”) serves as the general partner of Principal III. Messrs. Joshua Harris, Scott Kleinman, Marc Rowan and James Zelter are the directors of Principal III GP and as such may be deemed to have voting and dispositive control of the common stock held of record by Acropolis Sponsor.

 

Each of the reporting persons, and Messrs. Harris, Kleinman, Rowan and Zelter, disclaims beneficial ownership of any securities reported herein as held by Acropolis Sponsor, or that may be beneficially owned by any of the other reporting persons, in each case except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity or person is the beneficial owner of or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

 

The address of Acropolis Sponsor, Holdings GP, Principal III and Principal III GP is c/o Walkers Corporate Limited; 190 Elgin Avenue; George Town; Grand Cayman KY1-9008. The address of each of Messrs. Harris, Kleinman, Rowan and Zelter is 9 West 57th Street, 43rd Floor, New York, New York 10019.

  

 

  

 EX-99.2 3 tm217785d17_ex99-2.htm EXHIBIT 99.2

 

Exhibit 99.2

 

This Statement on Form 3 is filed by: (i) Acropolis Infrastructure Acquisition Sponsor, L.P., (ii) AP Caps II Holdings GP, LLC; (iii) Apollo Principal Holdings III, L.P.; and (iv) Apollo Principal Holdings III GP, Ltd.

 

Name of Designated Filer: Acropolis Infrastructure Acquisition Sponsor, L.P. 

Date of Event Requiring Statement: July 8, 2021 

Issuer Name and Ticker or Trading Symbol: Acropolis Infrastructure Acquisition Corp. [ACRO]

 

  ACROPOLIS INFRASTRUCTURE ACQUISITION SPONSOR, L.P.

 

  By: AP Caps II Holdings GP, LLC,
    its general partner

 

  By:  Apollo Principal Holdings III, L.P.,
    its managing member

 

  By: Apollo Principal Holdings III GP, Ltd.,
    its general partner

 

    By:/s/ Joseph D. Glatt
    Name:     Joseph D. Glatt
    Title:       Vice President

  

  AP Caps II Holdings GP, LLC

 

  By: Apollo Principal Holdings III GP, Ltd.,
    its general partner

 

  By:  Apollo Principal Holdings III, L.P.,
    its managing member

  

    By:/s/ Joseph D. Glatt
    Name:     Joseph D. Glatt
    Title:       Vice President

  

  Apollo Principal Holdings III, L.P.

 

  By: Apollo Principal Holdings III GP, Ltd.,
    its general partner

 

    By:/s/ Joseph D. Glatt
    Name:     Joseph D. Glatt
    Title:       Vice President

 

  Apollo Principal Holdings III GP, Ltd.

 

    By:/s/ Joseph D. Glatt
    Name:     Joseph D. Glatt
    Title:       Vice President