0001041062-20-000067.txt : 20200515 0001041062-20-000067.hdr.sgml : 20200515 20200515143224 ACCESSION NUMBER: 0001041062-20-000067 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200515 DATE AS OF CHANGE: 20200515 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Live Oak Acquisition Corp CENTRAL INDEX KEY: 0001779020 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 841924518 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-91504 FILM NUMBER: 20883986 BUSINESS ADDRESS: STREET 1: 774A WALKER RD CITY: GREAT FALLS STATE: VA ZIP: 22066 BUSINESS PHONE: 901-685-2865 MAIL ADDRESS: STREET 1: 774A WALKER RD CITY: GREAT FALLS STATE: VA ZIP: 22066 FORMER COMPANY: FORMER CONFORMED NAME: Foxhound Merger Partners, Inc. DATE OF NAME CHANGE: 20190605 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Atalaya Capital Management LP CENTRAL INDEX KEY: 0001812285 IRS NUMBER: 113774841 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 780 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2122011924 MAIL ADDRESS: STREET 1: 780 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G 1 Atalaya_13G_Doc_5-15-2020.txt Skadden - May 13, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Live Oak Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 53804F103 (CUSIP Number) May 6, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [_] Rule 13d-1(b) [x]Rule 13d-1(c) [_] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Continued on following pages Page 1 of 8 Pages Exhibit Index: Page 7 SCHEDULE 13G CUSIP No. 53804F103 1 Names of Reporting Persons Atalaya Capital Management LP 2 Check the appropriate box if a member of a Group (see instructions) (a) [x] (b) [ ] 3 Sec Use Only 4 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5 Sole Voting Power 400,000 6 Shared Voting Power 1,300,000 7 Sole Dispositive Power 400,000 8 Shared Dispositive Power 1,300,000 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,700,000 10 Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) [ ] 11 Percent of class represented by amount in row (9) 8.50% 12 Type of Reporting Person (See Instructions) IA, PN Page 2 of 13 1 Names of Reporting Persons Corbin ERISA Opportunity Fund, Ltd. 2 Check the appropriate box if a member of a Group (see instructions) (a) [x] (b) [ ] 3 Sec Use Only 4 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5 Sole Voting Power 0 6 Shared Voting Power 1,300,000 7 Sole Dispositive Power 0 8 Shared Dispositive Power 1,300,000 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,300,000 10 Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) [ ] 11 Percent of class represented by amount in row (9) 6.50% 12 Type of Reporting Person (See Instructions) PN 1 Names of Reporting Persons Corbin Capital Partners Group, LLC 2 Check the appropriate box if a member of a Group (see instructions) (a) [x] (b) [ ] 3 Sec Use Only 4 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5 Sole Voting Power 0 6 Shared Voting Power 1,300,000 7 Sole Dispositive Power 0 8 Shared Dispositive Power 1,300,000 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,300,000 10 Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) [ ] 11 Percent of class represented by amount in row (9) 6.50% 12 Type of Reporting Person (See Instructions) OO 1 Names of Reporting Persons Corbin Capital Partners, L.P. 2 Check the appropriate box if a member of a Group (see instructions) (a) [x] (b) [ ] 3 Sec Use Only 4 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5 Sole Voting Power 0 6 Shared Voting Power 1,300,000 7 Sole Dispositive Power 0 8 Shared Dispositive Power 1,300,000 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,300,000 10 Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) [ ] 11 Percent of class represented by amount in row (9) 6.50% 12 Type of Reporting Person (See Instructions) IA Item 1(a). Name of Issuer: Live Oak Acquisition Corp Item 1(b). Address of Issuer's Principal Executive Offices: 774A Walker Road Great Falls, VA 22066 Item 2(a). Name of Person Filing: This statement is filed on behalf of the following persons (collectively, the Reporting Persons): i. Atalaya Capital Management LP (ACM); ii. Corbin ERISA Opportunity Fund, Ltd. (Corbin); iii. Corbin Capital Partners Group, LLC (CCPG); and iv. Corbin Capital Partners, L.P. (CCP) ACM serves as sub-advisor to Corbin and, in such capacity, exercises discretionary investmentauthority over the Shares held directly by Corbin. Item 2(b). Address of Prinicpal Business Office or, if None, Residence: The address of the principal business office of ACM is 780 Third Ave, 27th Floor,New York, NY 10017. The address of the principal business office of each of Corbin, CCPG and CCP is 590 Madison Avenue, 31st Floor, New York, NY 10022. Item 2(c). Citizenship: Each of ACM, Corbin and CCP is a Delaware limited partnership. CCPG is a Delaware limited liability company. Item 2(d). Title and Class of Securities: Class A Common Stock, par value $0.0001 per Item 2(e). CUSIP Number: 53804F103 Item 3. If This Statement is Filed Pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a: This Item 3 is not applicable. Item 4(a). Amount Beneficially Owned: As of the date hereof, ACM may be deemed the beneficial owner of 1,700,000 Shares, which amount includes the 1,300,000 Shares beneficially owned by Corbin, CCPG and CCP. Item 4(b). Percent of Class: As of the date hereof, ACM may be deemed the beneficial owner of approximately 8.50% of Shares outstanding, which amount includes the 6.50% of Shares outstanding beneficially owned by each of Corbin, CCPG and CCP. (These percentages are based on 20,000,000 Shares outstanding as the consummation of the initial public offering registration statementon Form S-1 filed on May 4, 2020.) Item 4(c). Number of shares as to which such person has: ACM: (i) Sole power to vote or to direct the vote: 400,000 (ii) Shared power to vote or to direct the vote: 1,300,000 (iii) Sole power to dispose or to direct the disposition of: 400,000 (iv) Shared power to dispose or to direct the disposition of: 1,300,000 Corbin: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 1,300,000 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 1,300,000 CCPG: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 1,300,000 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 1,300,000 CCP: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 1,300,000 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 1,300,000 Item 5. Ownership of Five Percent or Less of a Class. This Item 5 is not applicable. Item 6. Ownership of more than Five Percent on Behalf of Another Person. This Item 6 is not applicable. Item 7. Identification and classification of the subsidiary which acquired the security beingreported on by the parent holding company or control person. This Item 7 is not applicable. Item 8. Identification and classification of members of the group. ACM, Corbin, CCPG and CCP may he deemed members of a group, as defined in Rule 13d-5 under the Act, with respect to the Shares. Such group may be deemed to beneficially own 1,700,000 Shares. Corbin, CCPG and CCP disclaim beneficial ownership over the Shares held directly by ACM. Item 9. Notice of Dissolution of Group. Not applicable Item 10. Certifications. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under 240.14a-11. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that theinformation set forth in this statement is true, complete and correct. Atalaya Capital Management LP By: Drew Phillips Name: Drew Phillips Title: Authorized Signatory Corbin ERISA Opportunity Fund, Ltd. By: Corbin Capital Partners, L.P., its Investment Manager By: Daniel Friedman Name: Daniel Friedman Title: General Counsel Corbin Capital Partners Group, LLC By: Daniel Friedman Name: Daniel Friedman Title: Authorized Signatory Corbin Capital Partners, L.P. By: Daniel Friedman Name: Daniel Friedman Title: General Counsel May 15, 2020 The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of this filing person), evidence of the representatives authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18U.S.C. 1001). EXHIBIT INDEX Ex. A - Joint Filing Agreement Page No: 8 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Class A common stock of Live Oak Acquisition Corp. dated as of May 15, 2020 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. Atalaya Capital Management LP By: Drew Phillips Name: Drew Phillips Title: Authorized Signatory Corbin ERISA Opportunity Fund, Ltd. By: Corbin Capital Partners, L.P., its Investment Manager By: Daniel Friedman Name: Daniel Friedman Title: General Counsel Corbin Capital Partners Group, LLC By: Daniel Friedman Name: Daniel Friedman Title: Authorized Signatory Corbin Capital Partners, L.P. By: Daniel Friedman Name: Daniel Friedman Title: General Counsel