0000950103-21-002861.txt : 20210224 0000950103-21-002861.hdr.sgml : 20210224 20210224103451 ACCESSION NUMBER: 0000950103-21-002861 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210223 FILED AS OF DATE: 20210224 DATE AS OF CHANGE: 20210224 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cagney Michael Scott CENTRAL INDEX KEY: 0001764897 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40081 FILM NUMBER: 21669602 MAIL ADDRESS: STREET 1: 2637 LYON STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94123 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Milani Thomas J. CENTRAL INDEX KEY: 0001847057 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40081 FILM NUMBER: 21669601 MAIL ADDRESS: STREET 1: 650 CALIFORNIA STREET STREET 2: SUITE 2700 CITY: SAN FRANCISCO STATE: CA ZIP: 94108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fintech Acquisition LLC CENTRAL INDEX KEY: 0001846827 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40081 FILM NUMBER: 21669603 BUSINESS ADDRESS: STREET 1: C/O FIGURE TECHNOLOGIES, INC. STREET 2: 650 CALIFORNIA STREET, SUITE 2700 CITY: SAN FRANCISCO STATE: CA ZIP: 94108 BUSINESS PHONE: (310) 592-0097 MAIL ADDRESS: STREET 1: C/O FIGURE TECHNOLOGIES, INC. STREET 2: 650 CALIFORNIA STREET, SUITE 2700 CITY: SAN FRANCISCO STATE: CA ZIP: 94108 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Figure Acquisition Corp. I CENTRAL INDEX KEY: 0001839550 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 854326385 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O FIGURE TECHNOLOGIES, INC. STREET 2: 650 CALIFORNIA STREET, SUITE 2700 CITY: SAN FRANCISCO STATE: CA ZIP: 94108 BUSINESS PHONE: (628) 210-6937 MAIL ADDRESS: STREET 1: C/O FIGURE TECHNOLOGIES, INC. STREET 2: 650 CALIFORNIA STREET, SUITE 2700 CITY: SAN FRANCISCO STATE: CA ZIP: 94108 4 1 dp146721_4-fintech.xml FORM 4 X0306 4 2021-02-23 0 0001839550 Figure Acquisition Corp. I FACA.U 0001846827 Fintech Acquisition LLC 650 CALIFORNIA STREET, SUITE 2700 SAN FRANCISCO CA 94108 1 0 1 0 0001764897 Cagney Michael Scott 650 CALIFORNIA STREET, SUITE 2700 SAN FRANCISCO CA 94108 1 0 1 0 0001847057 Milani Thomas J. 650 CALIFORNIA STREET SUITE 2700 SAN FRANCISCO CA 94108 0 1 1 0 Chief Financial Officer Class A Common Stock 2021-02-23 4 A 0 15000 A 15000 I See Footnote Warrants 2021-02-23 4 A 0 3750 A Class A Common Stock 3750 3750 I See Footnotes Warrants 2021-02-23 4 A 0 5166667 A Class A Common Stock 5166667 5166667 I See Footnotes Reflects the purchase of 15,000 Units of the Issuer for $10.00 per Unit by Thomas J. Milani from the Issuer upon the closing of the Issuer's initial public offering ("IPO"). Each Unit consists of one share of Class A Common Stock of the Issuer (each, a "Class A Share") and one-fourth of one redeemable warrant of the Issuer (each, a "Public Warrant"). Each whole Public Warrant is exercisable to purchase one Class A Share at an exercise price of $11.50 per share, subject to certain anti-dilution adjustments. The Public Warrants will become exercisable on the later of (i) 30 days after the completion of the Issuer's initial business combination and (ii) 12 months following the closing of the IPO. The Public Warrants will expire five years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation, as described under the heading "Description of Securities--Redeemable Warrants--Public Stockholders' Warrants" in the Issuer's Registration Statement on Form S-1/A (File No. 333-252686) filed with the Securities and Exchange Commission on February 11, 2021 (the "Registration Statement"). Reflects the purchase of 5,166,667 warrants of the Issuer by Fintech Acquisition LLC (the "Sponsor") from the Issuer in a private placement that closed concurrently with the closing of the IPO for an aggregate purchase price of $7,750,000, as described in the Registration Statement (each, a "Private Placement Warrant"). Each whole Private Placement Warrant is exercisable to purchase one Class A Share at an exercise price of $11.50 per share, subject to anti-dilution adjustments. As described in the Registration Statement, the Private Placement Warrants are generally identical to the Public Warrants, except that the Private Placement Warrants (so long as they are held by the Sponsor or its permitted transferees) (i) will not be redeemable by the Issuer, (ii) may not (including the Class A Shares issuable upon exercise of such Private Placement Warrants), subject to limited exceptions, be transferred, assigned or sold by until 30 days after the completion of the Issuer's initial business combination, (iii) may be exercised by the holders on a cashless basis and (iv) will be entitled to registration rights. The Private Placement Warrants will expire upon the 24-month anniversary of the closing of the IPO if the Issuer's initial business combination has not been completed prior to such date. Reflects Class A Shares and Public Warrants held by Mr. Milani. Reflects Private Placement Warrants held by the Sponsor. The Sponsor is managed by a Board of Managers, which consists of two individuals--Michael Cagney and Thomas J. Milani. Mr. Cagney is the Chairman of the Board of Directors of the Issuer and Mr. Milani is the Chief Financial Officer of the Issuer. Any actions (including voting and investment decisions) by the Sponsor with respect to the reported securities are made by Board of Managers of the Sponsor and require the unanimous approval of the members of the Board of Managers. As a result, each of Messrs. Cagney and Milani may be deemed to have beneficial ownership over the securities reported herein. Each of the reporting persons disclaims beneficial ownership over the securities reported herein, except to the extent of his or its pecuniary interest therein. Exhibit 99 - Joint Filer Statement /s/ Fintech Acquisition LLC, By: /s/ Michael Cagney 2021-02-24 /s/ Michael Cagney 2021-02-24 /s/ Thomas J. Milani 2021-02-24 EX-99 2 dp146721_ex99.htm EXHIBIT 99

Exhibit 99 

 

Joint Filer Information

 

Each of the following joint filers has designated Fintech Acquisition LLC as the “Designated Filer” for purposes of the attached Form 4:

 

1.  

Fintech Acquisition LLC

650 California Street, Suite 2700

San Francisco, California 94108

   
2.  

Michael Cagney

650 California Street, Suite 2700

San Francisco, California 94108

   
3.  

Thomas J. Milani

650 California Street, Suite 2700

San Francisco, California 94108

 

Date of Event Requiring Statement: February 23, 2021

 

Issuer Name and Ticker or Trading Symbol: Figure Acquisition Corp. I [FACA.U]

FINTECH ACQUISITION LLC

 

By:

/s/ Fintech Acquisition LLC, By: /s/ Michael Cagney

   

 

MICHAEL CAGNEY

 

By:

/s/ Michael Cagney

   
 

THOMAS J. MILANI

 

By:

/s/ Thomas J. Milani

   
 

Date: February 24, 2021