0001213900-23-092221.txt : 20231201
0001213900-23-092221.hdr.sgml : 20231201
20231201193941
ACCESSION NUMBER: 0001213900-23-092221
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20231129
FILED AS OF DATE: 20231201
DATE AS OF CHANGE: 20231201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CANTOR FITZGERALD, L. P.
CENTRAL INDEX KEY: 0001024896
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40206
FILM NUMBER: 231461022
BUSINESS ADDRESS:
STREET 1: 110 EAST 59TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 2126102000
MAIL ADDRESS:
STREET 1: 110 EAST 59TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER NAME:
FORMER CONFORMED NAME: CANTOR FITZGERALD L P
DATE OF NAME CHANGE: 19961015
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LUTNICK HOWARD W
CENTRAL INDEX KEY: 0001250975
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40206
FILM NUMBER: 231461020
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CFAC Holdings VIII, LLC.
CENTRAL INDEX KEY: 0001897727
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40206
FILM NUMBER: 231461023
BUSINESS ADDRESS:
STREET 1: 110 EAST 59TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-610-2307
MAIL ADDRESS:
STREET 1: 110 EAST 59TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CF GROUP MANAGEMENT INC
CENTRAL INDEX KEY: 0001251145
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40206
FILM NUMBER: 231461021
MAIL ADDRESS:
STREET 1: 135 EAST 57TH ST
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: XBP Europe Holdings, Inc.
CENTRAL INDEX KEY: 0001839530
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 852002883
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2701 EAST GRAUWYLER ROAD
CITY: IRVING
STATE: TX
ZIP: 75061
BUSINESS PHONE: (844) 935-2832
MAIL ADDRESS:
STREET 1: 2701 EAST GRAUWYLER ROAD
CITY: IRVING
STATE: TX
ZIP: 75061
FORMER COMPANY:
FORMER CONFORMED NAME: CF Acquisition Corp. VIII
DATE OF NAME CHANGE: 20210107
4
1
ownership.xml
X0508
4
2023-11-29
0
0001839530
XBP Europe Holdings, Inc.
XBP
0001897727
CFAC Holdings VIII, LLC.
110 EAST 59TH STREET
NEW YORK
NY
10022
0
0
1
0
0001024896
CANTOR FITZGERALD, L. P.
110 EAST 59TH STREET
NEW YORK
NY
10022
0
0
1
0
0001251145
CF GROUP MANAGEMENT INC
110 EAST 59TH STREET
NEW YORK
NY
10022
0
0
1
0
0001250975
LUTNICK HOWARD W
110 EAST 59TH STREET
NEW YORK
NY
10022
0
0
1
0
0
Common stock
2023-11-29
4
J
0
494600
0
A
6032100
D
Common stock
2023-11-29
4
A
0
1250000
A
7282100
D
Common stock
2023-11-29
4
A
0
1020480
10
A
8302580
D
Common stock
2023-11-29
4
D
0
1600000
9.99
D
6702580
D
Class B common stock
2023-11-29
4
D
0
733400
0.00
D
Common Stock
733400
629600
D
Class B common stock
2023-11-29
4
D
0
494600
0.00
D
Common Stock
494600
135000
D
Warrants
11.5
2023-11-29
4
J
0
250000
0.08
A
2023-12-29
2028-12-29
Common Stock
250000
385000
D
On November 29, 2023, the issuer consummated its initial business combination with XBP Europe, Inc. (the "Business Combination"). Upon closing of the Business Combination, shares of Class A common stock were designated as shares of common stock.
As described in the issuer's registration statement on Form S-1 (File No. 333-253308) under the heading "Description of Securities--Founder Shares", upon consummation of Business Combination and waiver of the Sponsor's anti-dilution rights in connection with the conversion, the shares of Class B common stock converted into shares of Class A common stock on a one-for-one basis.
Pursuant to that certain Forward Purchase Contract, dated March 11, 2021, by and between the issuer and the Sponsor, the Sponsor acquired an aggregate of 1,250,000 shares of Class A common stock and 250,000 warrants, each warrant entitling the holder thereof to purchase one share of Class A common stock for $11.50 per share, for a total purchase price of $10,000,000.
In connection with the closing of the Business Combination, these shares were issued to the Sponsor in consideration for the repayment of certain amounts owed by the issuer to the Sponsor, at a price of $10.00 per share.
Upon closing of the Business Combination, the Sponsor distributed these shares to Cantor Fitzgerald, L.P. ("Cantor"), its sole member, and Cantor further distributed these shares to certain of its partners who are not affiliates of the issuer. Such partners of Cantor acquired these shares for an average price of $9.99 per share.
As described in the issuer's registration statement on Form S-1 (File No. 333-253308) under the heading "Description of Securities--Founder Shares", the shares of Class B common stock automatically convert into shares of Class A common stock at the time of the issuer's initial business combination on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights.
In connection with the closing of Business Combination, the Sponsor forfeited 733,400 shares of Class B common stock.
The Sponsor is the record holder of the shares reported herein. Cantor is the sole member of the Sponsor. CF Group Management, Inc. ("CFGM") is the managing general partner of Cantor. Mr. Lutnick is the Chairman and Chief Executive Officer of CFGM and is the trustee of CFGM's sole stockholder. As such, each of Cantor, CFGM and Mr. Lutnick may be deemed to have beneficial ownership of the securities directly held by the Sponsor. Each such entity or person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.
/s/ Howard Lutnick
2023-12-01
/s/ Howard Lutnick, as Chief Executive Officer of CFAC Holdings VIII, LLC
2023-12-01
/s/ Howard Lutnick, as Chief Executive Officer of Cantor Fitzgerald, L.P.
2023-12-01
/s/ Howard Lutnick, as Chief Executive Officer of CF Group Management Inc.
2023-12-01