0001104659-20-051758.txt : 20200427 0001104659-20-051758.hdr.sgml : 20200427 20200427181338 ACCESSION NUMBER: 0001104659-20-051758 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200427 FILED AS OF DATE: 20200427 DATE AS OF CHANGE: 20200427 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCH Sponsor II LLC CENTRAL INDEX KEY: 0001806251 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39253 FILM NUMBER: 20821501 BUSINESS ADDRESS: STREET 1: 120 HAWTHORNE AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: (650) 521-9007 MAIL ADDRESS: STREET 1: 120 HAWTHORNE AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 FORMER NAME: FORMER CONFORMED NAME: SCH Sponsor Corp. II DATE OF NAME CHANGE: 20200311 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ChaChaCha SPAC B, LLC CENTRAL INDEX KEY: 0001806664 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39253 FILM NUMBER: 20821502 BUSINESS ADDRESS: STREET 1: 120 HAWTHORNE AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: (650) 521-9007 MAIL ADDRESS: STREET 1: 120 HAWTHORNE AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Palihapitiya Chamath CENTRAL INDEX KEY: 0001715450 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39253 FILM NUMBER: 20821503 MAIL ADDRESS: STREET 1: C/O SOCIAL CAPITAL STREET 2: 120 HAWTHORNE AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Osborne Ian CENTRAL INDEX KEY: 0001715393 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39253 FILM NUMBER: 20821504 MAIL ADDRESS: STREET 1: YALDING HOUSE STREET 2: 152 GREAT PORTLAND STREET CITY: LONDON STATE: X0 ZIP: W1W6AJ ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Social Capital Hedosophia Holdings Corp. II CENTRAL INDEX KEY: 0001801169 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 981515020 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 317 UNIVERSITY AVENUE, SUITE 200 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: (650) 388-5937 MAIL ADDRESS: STREET 1: 317 UNIVERSITY AVENUE, SUITE 200 CITY: PALO ALTO STATE: CA ZIP: 94301 3 1 tm2012667-6_3.xml FORM 3 X0206 3 2020-04-27 0 0001801169 Social Capital Hedosophia Holdings Corp. II IPOB 0001806251 SCH Sponsor II LLC C/O SOCIAL CAPITAL HEDOSOPHIA HOLDINGS CORP. II, 317 UNIVERSITY AVE., SUITE 200 PALO ALTO CA 94301 1 0 1 0 0001806664 ChaChaCha SPAC B, LLC C/O SOCIAL CAPITAL HEDOSOPHIA HOLDINGS CORP. II, 317 UNIVERSITY AVE., SUITE 200 PALO ALTO CA 94301 1 0 1 0 0001715450 Palihapitiya Chamath C/O SOCIAL CAPITAL HEDOSOPHIA HOLDINGS CORP. II, 317 UNIVERSITY AVE., SUITE 200 PALO ALTO CA 94301 1 1 1 0 CEO & Chairman of the Board 0001715393 Osborne Ian C/O SOCIAL CAPITAL HEDOSOPHIA HOLDINGS CORP. II, 317 UNIVERSITY AVE., SUITE 200 PALO ALTO CA 94301 1 1 1 0 President Class B ordinary shares Class A ordinary shares 8425000 D As described in the issuer's registration statement on Form S-1 (File No. 333-236774) under the heading "Description of Securities--Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to certain adjustment, and have no expiration date. Includes 1,125,000 Class B ordinary shares that are subject to forfeiture if the underwriter of the issuer's initial public offering does not exercise in full its option to purchase additional units. The reporting owner, SCH Sponsor II LLC (the "Sponsor"), in whose name the securities reported herein are held, is managed by its managers, Chamath Palihapitiya and Ian Osborne. A majority of the voting interests of the Sponsor are held by ChaChaCha SPAC B, LLC ("ChaChaCha"). Messrs. Palihapitiya and Osborne and ChaChaCha may be deemed to beneficially own shares held by the Sponsor by virtue of their direct or indirect interests in the Sponsor or their shared control over the Sponsor, as the case may be. Each of Mr. Palihapitiya, Mr. Osborne and ChaChaCha disclaims beneficial ownership of the shares held by the Sponsor, except to the extent of such person's pecuniary interest therein. Exhibit 24.1 - Powers of Attorney. On the basis of the relationship between the Sponsor, ChaChaCha and Messrs. Palihapitiya and Osborne, the Sponsor and ChaChaCha will be deemed directors by deputization. SCH SPONSOR II LLC, By: /s/ Steven Trieu, as Chief Financial Officer 2020-04-27 CHACHACHA SPAC B, LLC, By: Chamath Palihapitiya, Sole Member, By: /s/ Steven Trieu, as attorney-in-fact 2020-04-27 CHAMATH PALIHAPITIYA, By: /s/ Steven Trieu, as attorney-in-fact 2020-04-27 IAN OSBORNE, By: /s/ Steven Trieu, as attorney-in-fact 2020-04-27 EX-24.1 2 tm2012667d6_ex24-1.htm EXHIBIT 24.1

 

Exhibit 24.1

 

POWER OF ATTORNEY

For Executing Forms 3, 4 and 5

 

KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints each of Chamath Palihapitiya, Ian Osborne, Steve Trieu and Simon Williams, or any of them, each acting alone, his or her true and lawful attorney-in-fact to:

 

  (1) execute for and on behalf of the undersigned a Form 3, Form 4 or Form 5, or any amendment thereto, relating to the securities of Social Capital Hedosophia Holdings Corp. II, in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

 

  (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute such Form 3, Form 4 or Form 5, or any amendment thereto, and the timely filing of such form with the United States Securities and Exchange Commission and any other authority; and

 

  (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as such undersigned might or could do if personally present, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.  This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by Social Capital Hedosophia Holdings Corp. II unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 13 day of March, 2020.

 

By:   /s/ Ian Osborne
  Name:   Ian Osborne

 

 

 

 

POWER OF ATTORNEY

For Executing Forms 3, 4 and 5

 

KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints each of Chamath Palihapitiya, Ian Osborne, Steve Trieu and Simon Williams, or any of them, each acting alone, his or her true and lawful attorney-in-fact to:

 

  (1) execute for and on behalf of the undersigned a Form 3, Form 4 or Form 5, or any amendment thereto, relating to the securities of Social Capital Hedosophia Holdings Corp. II, in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

 

  (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute such Form 3, Form 4 or Form 5, or any amendment thereto, and the timely filing of such form with the United States Securities and Exchange Commission and any other authority; and

 

  (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as such undersigned might or could do if personally present, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.  This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by Social Capital Hedosophia Holdings Corp. II unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 13 day of March, 2020.

 

By:   /s/ Chamath Palihapitiya
  Name:   Chamath Palihapitiya