0000899243-22-032107.txt : 20220927
0000899243-22-032107.hdr.sgml : 20220927
20220927160036
ACCESSION NUMBER: 0000899243-22-032107
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220923
FILED AS OF DATE: 20220927
DATE AS OF CHANGE: 20220927
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: AEA-Bridges Impact Sponsor LLC
CENTRAL INDEX KEY: 0001822805
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39584
FILM NUMBER: 221271069
BUSINESS ADDRESS:
STREET 1: C/O AEA INVESTORS (UK) LLP
STREET 2: 78 BROOK STREET
CITY: LONDON
STATE: X0
ZIP: W1K 5EF
BUSINESS PHONE: 44 (20) 7659 7800
MAIL ADDRESS:
STREET 1: C/O AEA INVESTORS (UK) LLP
STREET 2: 78 BROOK STREET
CITY: LONDON
STATE: X0
ZIP: W1K 5EF
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: AEA-Bridges Impact Corp.
CENTRAL INDEX KEY: 0001820191
STANDARD INDUSTRIAL CLASSIFICATION: MOTORCYCLES, BICYCLES & PARTS [3751]
IRS NUMBER: 000000000
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: C/O AEA INVESTORS (UK) LLP
STREET 2: 78 BROOK STREET
CITY: LONDON
STATE: X0
ZIP: W1K 5EF
BUSINESS PHONE: 44 (20) 7659 7800
MAIL ADDRESS:
STREET 1: C/O AEA INVESTORS (UK) LLP
STREET 2: 78 BROOK STREET
CITY: LONDON
STATE: X0
ZIP: W1K 5EF
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-09-23
1
0001820191
AEA-Bridges Impact Corp.
IMPX
0001822805
AEA-Bridges Impact Sponsor LLC
520 MADISON AVENUE, 40TH FLOOR
NEW YORK
NY
10022
0
0
1
0
Common stock
2022-09-23
4
C
0
7950000
A
7950000
D
Common stock
2022-09-26
4
D
0
7950000
D
0
D
Class B ordinary shares
2022-09-23
4
D
0
2000000
D
Class A ordinary shares
2000000
7950000
D
Class B ordinary shares
2022-09-23
4
C
0
7950000
D
Class A
ordinary shares
7950000
0
D
Warrants to purchase common stock
11.50
2022-09-26
4
D
0
10500000
D
2023-10-26
2027-09-26
Common stock
10500000
0
D
In connection with the Business Combination Agreement, dated December 12, 2021, by and among the Issuer, LiveWire Group, Inc. (f/k/a LW EV Holdings, Inc.) ("HoldCo"), LW EV Merger Sub, Inc. ("Merger Sub"), LiveWire EV, LLC ("LiveWire") and Harley-Davidson, Inc. (the transactions contemplated thereby, the "Business Combination"), Merger Sub merged with and into the Issuer, with the Issuer surviving the merger as a wholly-owned direct subsidiary of HoldCo (the "Merger"). In connection with the domestication of the Issuer as a Delaware corporation, the Class B ordinary shares, par value $0.0001 per share, of the Issuer were automatically converted into common stock of the Issuer and the warrants to purchase Class A ordinary shares of the Issuer were automatically converted into warrants to purchase shares of common stock of the Issuer.
In connection with the closing of the Business Combination, the Reporting Person's shares of common stock of the Issuer were automatically converted into shares of common stock of HoldCo, par value $0.0001 per share, on a one-for-one basis and the Reporting Person's warrants to purchase common stock of the Issuer were automatically converted into warrants to purchase shares of common stock of HoldCo on a one-for-one basis.
In connection with the execution of the Business Combination Agreement, the Sponsor entered into that certain Sponsor Letter Agreement, dated as of December 12, 2021, by and among the Sponsor, LiveWire, HoldCo, H-D and certain other individuals (the "Investor Support Agreement"). Pursuant to the Investor Support Agreement, the Sponsor agreed to forfeit 2,000,000 Class B ordinary shares. The Sponsor forfeited 2,000,000 Class B ordinary shares pursuant to the Investor Support Agreement.
/s/ Ramzi Gedeon
2022-09-27