0001387131-22-009754.txt : 20220913
0001387131-22-009754.hdr.sgml : 20220913
20220913161635
ACCESSION NUMBER: 0001387131-22-009754
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220815
FILED AS OF DATE: 20220913
DATE AS OF CHANGE: 20220913
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Enrich Jose Miguel
CENTRAL INDEX KEY: 0001878117
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40910
FILM NUMBER: 221240933
MAIL ADDRESS:
STREET 1: 781 CRANDON BLVD 902
CITY: KEY BISCAYNE
STATE: FL
ZIP: 33149
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Rubicon Technologies, Inc.
CENTRAL INDEX KEY: 0001862068
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 883703651
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 100 W MAIN STREET, SUITE 610
CITY: LEXINGTON
STATE: KY
ZIP: 40507
BUSINESS PHONE: (844) 479-1507
MAIL ADDRESS:
STREET 1: 100 W MAIN STREET, SUITE 610
CITY: LEXINGTON
STATE: KY
ZIP: 40507
FORMER COMPANY:
FORMER CONFORMED NAME: Founder SPAC
DATE OF NAME CHANGE: 20210513
3
1
rbt-form3_081522.xml
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
X0206
3
2022-08-15
0
0001862068
Rubicon Technologies, Inc.
RBT
0001878117
Enrich Jose Miguel
781 CRANDON BLVD 902
KEY BISCAYNE
FL
33149
0
0
1
0
Class A common stock
740000
I
By MBI Holdings LP
Class A common stock
140000
I
By Bolis Holdings LP
Class A common stock
150000
I
By DGR Holdings LP
Class A common stock
150000
I
By Pequeno Holdings LP
Class V common stock
10513712
I
By MBI Holdings LP
Class V common stock
9952755
I
By GFAPCH FO, S.C.
Class B Units
Class A common stock
10513712
I
By MBI Holdings LP
Class B Units
Class A common stock
9952755
I
By GFAPCH FO, S.C.
MBI Holdings LP ("MBI") acquired shares of Class A ordinary shares, par value $0.0001 per share, of Founder SPAC (the "Founder Shares") prior to the closing of the Issuer's Business Combination on August 15, 2022. Following the closing of the Issuer's Business Combination, Founder SPAC was renamed Rubicon Technologies, Inc. and the Founder Shares were converted on a one-to-one basis into shares of Class A common stock, par value $0.0001 per share, of the Issuer ("Class A Common Stock"). MBI disclaims beneficial ownership over the securities reported herein, except to the extent of its pecuniary interest therein, if any.
Bolis Holdings LLC ("Bolis LLC") is the general partner of Bolis LP ("Bolis LP"). Bolis LP acquired Founder Shares prior to the closing of the Issuer's Business Combination on August 15, 2022. Following the closing of the Issuer's Business Combination, Founder SPAC was renamed Rubicon Technologies, Inc. and the Founder Shares were converted on a one-to-one basis into shares of Class A Common Stock of the Issuer.
DGR Holdings LLC ("DGR LLC") is the general partner of DGR LP ("DGR LP"). DGR LP acquired Founder Shares prior to the closing of the Issuer's Business Combination on August 15, 2022. Following the closing of the Issuer's Business Combination, Founder SPAC was renamed Rubicon Technologies, Inc. and the Founder Shares were converted on a one-to-one basis into shares of Class A Common Stock of the Issuer.
Pequeno Holdings LLC ("Pequeno LLC") is the general partner of Pequeno LP ("Pequeno LP"). Pequeno LP acquired Founder Shares prior to the closing of the Issuer's Business Combination on August 15, 2022. Following the closing of the Issuer's Business Combination, Founder SPAC was renamed Rubicon Technologies, Inc. and the Founder Shares were converted on a one-to-one basis into shares of Class A Common Stock of the Issuer.
Shares of Class V Common Stock, par value $0.0001 per share ("Class V Common Stock") represent a voting interest in the issuer on all matters on which stockholders generally are entitled to vote, but do not represent an economic interest in the issuer, as described further in the Certificate of Incorporation of the issuer. Class B Units of Rubicon Technologies Holdings, LLC ("Class B Units"), a subsidiary of the issuer, are exchangeable into cash and/or Class A Common Stock of the issuer on a one-for-one basis (subject to adjustment) pursuant to the Eighth Amended and Restated Limited Liability Company Agreement of Rubicon Technologies Holdings, LLC. Upon exchange of a Class B Unit, a corresponding share of Class V Common Stock held by such exchanging holder will be automatically cancelled by the issuer for no consideration.
GFAPCH FO, S.C., a Mexican corporation ("GFAPCH"), is the general partner of each of RUBCN Holdings LP ("RUBCN Holdings"), RUBCN IV LP ("RUBCN IV"), and RUBCN Holdings V LP ("RUBCN Holdings V"). GFAPCH acquired Founder Shares prior to the closing of the Issuer's Business Combination on August 15, 2022. Following the closing of the Issuer's Business Combination, Founder SPAC was renamed Rubicon Technologies, Inc. and the Class V ordinary shares, were converted on a one-to-one basis into shares of Common V Common Stock of the Issuer, through which RUBCN Holdings directly owns 5,897,164 shares of Class V Common Stock and equivalent number of Class B Units, RUBCN IV directly owns 4,055,591 shares of Class V Common Stock and equivalent number of Class B Units, and RUBCN Holdings V directly owns 7,131,512 shares of Class V Common Stock and equivalent number of Class B Units.
Enrich is the general partner of MBI, the sole director of each of Bolis LLC, Pequeno LLC, DGR LLC, and GFAPCH and has voting and dispositive control over such securities and may be deemed to beneficially own such securities held by MBI, GFAPCH, Bolis LP, Pequeno LP, and DGR LP. Mr. Enrich disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
/s/ Jose Miguel Enrich
2022-09-13