0001104659-20-096641.txt : 20200818 0001104659-20-096641.hdr.sgml : 20200818 20200818204050 ACCESSION NUMBER: 0001104659-20-096641 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20200818 FILED AS OF DATE: 20200818 DATE AS OF CHANGE: 20200818 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Trasimene Capital FT, LP II CENTRAL INDEX KEY: 0001821184 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39456 FILM NUMBER: 201115124 BUSINESS ADDRESS: STREET 1: 1701 VILLAGE CENTER CIRCLE CITY: LAS VEGAS STATE: NV ZIP: 89134 BUSINESS PHONE: (702) 323-7330 MAIL ADDRESS: STREET 1: 1701 VILLAGE CENTER CIRCLE CITY: LAS VEGAS STATE: NV ZIP: 89134 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Trasimene Capital FT, LLC II CENTRAL INDEX KEY: 0001821183 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39456 FILM NUMBER: 201115125 BUSINESS ADDRESS: STREET 1: 1701 VILLAGE CENTER CIRCLE CITY: LAS VEGAS STATE: NV ZIP: 89134 BUSINESS PHONE: 702-323-7330 MAIL ADDRESS: STREET 1: 1701 VILLAGE CENTER CIRCLE CITY: LAS VEGAS STATE: NV ZIP: 89134 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FOLEY WILLIAM P II CENTRAL INDEX KEY: 0000903213 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39456 FILM NUMBER: 201115126 MAIL ADDRESS: STREET 1: FIDELITY NATIONAL FINANCIAL, INC. STREET 2: 601 RIVERSIDE AVENUE CITY: JACKSONVILLE STATE: FL ZIP: 32204 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Foley Trasimene Acquisition II CENTRAL INDEX KEY: 0001818355 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 851961020 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1701 VILLAGE CENTER CIRLCE CITY: LAS VEGAS STATE: NV ZIP: 89134 BUSINESS PHONE: 702-323-7330 MAIL ADDRESS: STREET 1: 1701 VILLAGE CENTER CIRLCE CITY: LAS VEGAS STATE: NV ZIP: 89134 3 1 a3.xml 3 X0206 3 2020-08-18 0 0001818355 Foley Trasimene Acquisition II BFT 0001821184 Trasimene Capital FT, LP II C/O 1701 VILLAGE CENTER CIRCLE LAS VEGAS NV 89134 1 0 1 0 0001821183 Trasimene Capital FT, LLC II C/O 1701 VILLAGE CENTER CIRCLE LAS VEGAS NV 89134 0 0 1 0 0000903213 FOLEY WILLIAM P II C/O 1701 VILLAGE CENTER CIRCLE LAS VEGAS NV 89134 0 0 1 0 Class B Common Stock, par value $0.0001 Class A Common Stock, par value $0.0001 37300000 D This form is being filed by the following reporting persons: Trasimene Capital FT, LP II (the "Sponsor"), Trasimene Capital FT, LLC II ("Trasimene Capital") and William P. Foley, II (and together with the Sponsor and Trasimene Capital, the "Reporting Persons"). Because of the relationships among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. The Sponsor owns 37,300,000 shares of Class B Common Stock, par value $0.0001 per share (the "Class B Shares"), of Foley Trasimene Acquisition Corp. II (the "Issuer"), including 4,875,000 Class B Shares that are subject to forfeiture if the underwriter of the Issuer's initial public offering does not exercise in full an option granted to it to cover over-allotments. Such Class B Shares have no expiration date and are convertible into shares of Class A Common Stock, par value $0.0001 per share, of the Issuer, as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-240285). The sole general partner of the Sponsor is Trasimene Capital. William P. Foley, II is the sole member of Trasimene Capital. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. Exhibit 24.1 Power of Attorney Exhibit 99.1 Joint Filer Information /s/ Michael L. Gravelle, Attorney-in-Fact for Trasimene Capital FT, LP II 2020-08-18 /s/ Michael L. Gravelle, Attorney-in-Fact for Trasimene Capital FT, LLC II 2020-08-18 /s/ Michael L. Gravelle, Attorney-in-Fact for William P. Foley, II 2020-08-18 EX-24.1 2 ex-24d1.htm EX-24.1

Exhibit 24.1

 

POWER OF ATTORNEY

 

Know all by these presents, that the undersigned hereby constitutes and appoints Richard N. Massey and Michael L. Gravelle of Foley Trasimene Acquisition Corp. II (the “Company”) or any of them signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

 

1.                                      prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;

 

2.                                      execute for and on behalf of the undersigned with respect to the Company, Schedules 13D and 13G and Forms 3, 4, and 5 in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

 

3.                                      do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Schedules 13D or 13G or Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

 

4.                                      take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Securities Exchange Act of 1934.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 18th day of August, 2020.

 

 

 

TRASIMENE CAPITAL FT, LP II

 

 

 

 

 

 

/s/ Michael L. Gravelle

 

Name:

Michael L. Gravelle

 

Title:

General Counsel and Corporate Secretary

 

 

 

 

 

 

 

TRASIMENE CAPITAL FT, LLC II

 

 

 

 

 

 

/s/ Michael L. Gravelle

 

Name:

Michael L. Gravelle

 

Title:

General Counsel and Corporate Secretary

 

 

 

 

 

 

 

WILLIAM P. FOLEY, II

 

 

 

 

 

 

/s/ William P. Foley, II

 

Name:

William P. Foley, II

 

[Signature Page to Power of Attorney (Section 16)]

 

 EX-99.1 3 ex-99d1.htm EX-99.1

Exhibit 99.1

 

Joint Filer Information

 

Name of Joint Filer:

 

Trasimene Capital FT, LLC II

 

 

 

Address of Joint Filer:

 

c/o

 

 

1701 Village Center Circle,

 

 

Las Vegas, NV, 89134

 

 

 

Relationship of Joint Filer to Issuer:

 

10% Owner

 

 

 

Issuer Name and Ticker or Trading Symbol:

 

Foley Trasimene Acquisition Corp. II [BFT]

 

 

 

Date of Event Requiring Statement (Month/Day/Year):

 

08/18/2020

 

 

 

Designated Filer:

 

Foley Trasimene Acquisition Corp. II

 

 

Signature:

 

By:

/s/ Michael L. Gravelle, Attorney-in-Fact for Trasimene Capital FT, LLC II

 

 

Dated: August 18, 2020

 

 

Joint Filer Information

 

(continued)

 

Name of Joint Filer:

 

William P. Foley, II

 

 

 

Address of Joint Filer:

 

c/o

 

 

1701 Village Center Circle,

 

 

Las Vegas, NV, 89134

 

 

 

Relationship of Joint Filer to Issuer:

 

10% Owner, Director

 

 

 

Issuer Name and Ticker or Trading Symbol:

 

Foley Trasimene Acquisition Corp. II [BFT]

 

 

 

Date of Event Requiring Statement (Month/Day/Year):

 

08/18/2020

 

 

 

Designated Filer:

 

Foley Trasimene Acquisition Corp. II

 

 

Signature:

 

By:

/s/ Michael L. Gravelle, Attorney-in-Fact for William P. Foley, II

 

 

Dated: August 18, 2020

 

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