0000899243-22-024191.txt : 20220627 0000899243-22-024191.hdr.sgml : 20220627 20220627163023 ACCESSION NUMBER: 0000899243-22-024191 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220623 FILED AS OF DATE: 20220627 DATE AS OF CHANGE: 20220627 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gores Guggenheim Sponsor LLC CENTRAL INDEX KEY: 0001847134 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40265 FILM NUMBER: 221044962 BUSINESS ADDRESS: STREET 1: 6260 LOOKOUT ROAD CITY: BOULDER STATE: CO ZIP: 80301 BUSINESS PHONE: 303-531-3100 MAIL ADDRESS: STREET 1: 6260 LOOKOUT ROAD CITY: BOULDER STATE: CO ZIP: 80301 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Gores Guggenheim, Inc. CENTRAL INDEX KEY: 0001847127 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 854385646 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6260 LOOKOUT ROAD CITY: BOULDER STATE: CO ZIP: 80301 BUSINESS PHONE: 303-531-3100 MAIL ADDRESS: STREET 1: 6260 LOOKOUT ROAD CITY: BOULDER STATE: CO ZIP: 80301 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-06-23 1 0001847127 Gores Guggenheim, Inc. GGPI 0001847134 Gores Guggenheim Sponsor LLC C/O GORES GUGGENHEIM, INC. 6260 LOOKOUT ROAD BOULDER CO 80301 1 0 1 0 Class F Common Stock, par value $0.0001 per share 2022-06-23 4 D 0 1540835 0.00 D Class A Common Stock, par value $0.0001 per share 1540835 18384165 D Class F Common Stock, par value $0.0001 per share 2022-06-23 4 D 0 18384165 0.00 D Class A Common Stock, par value $0.0001 per share 18384165 0 D Warrants to Purchase Shares of Class A Common Stock 11.50 2022-06-23 4 D 0 9000000 0.00 D 2022-07-23 2027-06-23 Class A Common Stock, par value $0.0001 per share 9000000 0 D Pursuant to the Amended and Restated Certificate of Incorporation of Gores Guggenheim, Inc. (the "Issuer"), shares of Class F common stock, par value $0.0001 per share (the "Class F Shares") have no expiration date and (i) are convertible into shares of Class A common stock, par value $0.0001 per share ("Class A Shares"), of the Issuer at any time at the option of the holder on a one-for-one basis and (ii) will automatically convert into Class A Shares at the time of the Issuer's initial business combination on a one-for-one basis, in each case, subject to adjustment as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-253338). On June 23, 2022, pursuant to that certain Business Combination Agreement, dated as of September 27, 2021, by and among the Issuer, Polestar Automotive Holding UK Limited ("Polestar") and the other parties thereto, as amended by Amendment No. 1 thereto, dated as of December 17, 2021, Amendment No. 2 thereto, dated as of March 24, 2022, and Amendment No. 3 thereto, dated as of April 21, 2022, the Issuer completed its initial business combination (the "Business Combination"). Pursuant to the terms of the Business Combination, Sponsor forfeited 1,540,835 Class F Shares immediately prior to the consummation of the Business Combination. Pursuant to the terms of the Business Combination, each remaining Class F Share following the forfeiture described in Note 2 above was converted in the Business Combination into the right to receive one American Depositary Share with respect to an underlying Class A ordinary share of Polestar. Pursuant to the terms of the Business Combination, each of the Issuer's outstanding warrants to purchase Class A Shares was converted in the Business Combination into the right to receive American Depositary Securities with respect to certain securities issuable by Polestar. GORES GUGGENHEIM SPONSOR LLC, By: /s/ Andrew McBride, Attorney-in-Fact 2022-06-27