0001062993-23-015316.txt : 20230725
0001062993-23-015316.hdr.sgml : 20230725
20230725174310
ACCESSION NUMBER: 0001062993-23-015316
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230723
FILED AS OF DATE: 20230725
DATE AS OF CHANGE: 20230725
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SOFTBANK GROUP CORP.
CENTRAL INDEX KEY: 0001065521
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40175
FILM NUMBER: 231109585
BUSINESS ADDRESS:
STREET 1: 1-7-1 KAIGAN
STREET 2: MINATO-KU
CITY: TOKYO
STATE: M0
ZIP: 105-7537
BUSINESS PHONE: 01181368892260
MAIL ADDRESS:
STREET 1: 1-7-1 KAIGAN
STREET 2: MINATO-KU
CITY: TOKYO
STATE: M0
ZIP: 105-7537
FORMER NAME:
FORMER CONFORMED NAME: SOFTBANK GROUP CORP
DATE OF NAME CHANGE: 20150702
FORMER NAME:
FORMER CONFORMED NAME: SOFTBANK CORP
DATE OF NAME CHANGE: 19980708
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SOFTBANK VISION FUND II-2 L.P.
CENTRAL INDEX KEY: 0001787613
STATE OF INCORPORATION: Y9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40175
FILM NUMBER: 231109589
BUSINESS ADDRESS:
STREET 1: AZTEC GROUP HOUSE 11-15 SEATON PLACE
CITY: ST HELIER
STATE: Y9
ZIP: JE4 0QH
BUSINESS PHONE: 44 1534 833000
MAIL ADDRESS:
STREET 1: AZTEC GROUP HOUSE 11-15 SEATON PLACE
CITY: ST HELIER
STATE: Y9
ZIP: JE4 0QH
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SB Management Ltd
CENTRAL INDEX KEY: 0001818296
STATE OF INCORPORATION: C0
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40175
FILM NUMBER: 231109586
BUSINESS ADDRESS:
STREET 1: 9TH FLOOR, AL SILA TOWER
STREET 2: ADGM SQUARE, AL MARYAH ISLAND
CITY: ABU DHABI
STATE: C0
ZIP: NA
BUSINESS PHONE: 00442079659581
MAIL ADDRESS:
STREET 1: 9TH FLOOR, AL SILA TOWER
STREET 2: ADGM SQUARE, AL MARYAH ISLAND
CITY: ABU DHABI
STATE: C0
ZIP: NA
FORMER NAME:
FORMER CONFORMED NAME: SBIA (AD) Ltd
DATE OF NAME CHANGE: 20200715
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SVF II Aggregator (Jersey) L.P.
CENTRAL INDEX KEY: 0001883559
STATE OF INCORPORATION: Y9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40175
FILM NUMBER: 231109590
BUSINESS ADDRESS:
STREET 1: AZTEC GROUP HOUSE 11-15
STREET 2: SEATON PLACE
CITY: ST HELIER
STATE: Y9
ZIP: Y9 JE4 0QH
BUSINESS PHONE: (650) 281-4473
MAIL ADDRESS:
STREET 1: AZTEC GROUP HOUSE 11-15
STREET 2: SEATON PLACE
CITY: ST HELIER
STATE: Y9
ZIP: Y9 JE4 0QH
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SB Northstar GP
CENTRAL INDEX KEY: 0001972882
STATE OF INCORPORATION: C3
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40175
FILM NUMBER: 231109587
BUSINESS ADDRESS:
STREET 1: 69 GROSVENOR STREET
CITY: LONDON
STATE: X0
ZIP: W1K 3JP
BUSINESS PHONE: 44 2076290431
MAIL ADDRESS:
STREET 1: 69 GROSVENOR STREET
CITY: LONDON
STATE: X0
ZIP: W1K 3JP
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SB Global Advisers Ltd
CENTRAL INDEX KEY: 0001883884
STATE OF INCORPORATION: X0
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40175
FILM NUMBER: 231109588
BUSINESS ADDRESS:
STREET 1: 69 GROSVENOR STREET
CITY: LONDON
STATE: X0
ZIP: W1K 3JP
BUSINESS PHONE: 44-207-629-0431
MAIL ADDRESS:
STREET 1: 69 GROSVENOR STREET
CITY: LONDON
STATE: X0
ZIP: W1K 3JP
FORMER NAME:
FORMER CONFORMED NAME: SB Global Advisors Ltd
DATE OF NAME CHANGE: 20210920
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SVF II Holdings (DE) LLC
CENTRAL INDEX KEY: 0001883900
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40175
FILM NUMBER: 231109591
BUSINESS ADDRESS:
STREET 1: 1 CIRCLE STAR WAY
CITY: SAN CARLOS
STATE: CA
ZIP: 94070
BUSINESS PHONE: (650) 562-8100
MAIL ADDRESS:
STREET 1: 1 CIRCLE STAR WAY
CITY: SAN CARLOS
STATE: CA
ZIP: 94070
FORMER NAME:
FORMER CONFORMED NAME: SVF II Holdings (DE) L.P.
DATE OF NAME CHANGE: 20210920
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SVF II SPAC Investment 3 (DE) LLC
CENTRAL INDEX KEY: 0001934312
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40175
FILM NUMBER: 231109592
BUSINESS ADDRESS:
STREET 1: 1 CIRCLE STAR WAY
CITY: SAN CARLOS
STATE: CA
ZIP: 94070
BUSINESS PHONE: (345) 949-0200
MAIL ADDRESS:
STREET 1: 1 CIRCLE STAR WAY
CITY: SAN CARLOS
STATE: CA
ZIP: 94070
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Symbotic Inc.
CENTRAL INDEX KEY: 0001837240
STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC [3569]
IRS NUMBER: 981572401
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 200 RESEARCH DRIVE
CITY: WILMINGTON
STATE: MA
ZIP: 01887
BUSINESS PHONE: 978-284-2800
MAIL ADDRESS:
STREET 1: 200 RESEARCH DRIVE
CITY: WILMINGTON
STATE: MA
ZIP: 01887
FORMER COMPANY:
FORMER CONFORMED NAME: SVF Investment Corp. 3
DATE OF NAME CHANGE: 20210128
FORMER COMPANY:
FORMER CONFORMED NAME: SVF Investment III Corp.
DATE OF NAME CHANGE: 20201218
4
1
form4.xml
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
X0508
4
2023-07-23
0001837240
Symbotic Inc.
SYM
0001934312
SVF II SPAC Investment 3 (DE) LLC
251 LITTLE FALLS DRIVE
WILMINGTON
DE
19808
0
0
1
0
0001883900
SVF II Holdings (DE) LLC
251 LITTLE FALLS DRIVE
WILMINGTON
DE
19808
0
0
1
0
0001883559
SVF II Aggregator (Jersey) L.P.
CRESTBRIDGE LIMITED
47 ESPLANADE
ST. HELIER
Y9
JE1 0BD
JERSEY
0
0
1
0
0001787613
SOFTBANK VISION FUND II-2 L.P.
CRESTBRIDGE LIMITED
47 ESPLANADE
ST. HELIER
Y9
JE1 0BD
JERSEY
0
0
1
0
0001883884
SB Global Advisers Ltd
69 GROSVENOR STREET
LONDON
X0
W1K 3JP
UNITED KINGDOM
0
0
1
0
0001972882
SB Northstar GP
C/O WALKERS
190 ELGIN AVENUE
GEORGE TOWN
E9
KY1-9008
CAYMAN ISLANDS
0
0
1
0
0001818296
SB Management Ltd
C/O WALKERS
190 ELGIN AVENUE
GEORGE TOWN
E9
KY1-9008
CAYMAN ISLANDS
0
0
1
0
0001065521
SOFTBANK GROUP CORP.
1-7-1 KAIGAN
MINATO-KU
TOKYO
M0
105-7537
JAPAN
0
0
1
0
0
Class A Common Stock
2023-07-23
4
P
0
17825312
28.05
A
17825312
I
By SVF II Strategic Investments AIV LLC
Class A Common Stock
20000000
I
By SVF II SPAC Investment 3 (DE) LLC
Class A Common Stock
2000000
I
By SB Northstar LP
Common Stock Warrants (right to buy)
41.9719
2023-07-23
4
J
0
11434360
A
Class A Common Stock
11434360
11434360
I
By Sunlight Investment Corp.
Pursuant to that certain Stock Purchase Agreement, dated as of July 23, 2023, by and among The RBC Millennium Trust, the Richard B. Cohen Revocable Trust (together with The RBC Millennium Trust, the "Sellers") and SVF II Strategic Investments AIV LLC ("SSI AIV"), SSI AIV purchased an aggregate of 17,825,312 shares of Class A common stock of the issuer from the Sellers for an aggregate purchase price of $500 million.
SoftBank Group Corp. ("SoftBank"), which is a publicly traded company listed on the Tokyo Stock Exchange, is the sole shareholder of SB Global Advisers Limited ("SBGA"), which has been appointed as manager and is exclusively responsible for making final decisions related to the acquisition, structuring, financing and disposal of SoftBank Vision Fund II-2 L.P.'s investments, including as held by SVF II SPAC Investment 3 (DE) LLC. SoftBank Vision Fund II-2 L.P. is the sole limited partner of SVF II Aggregator (Jersey) L.P., which is the sole member of SVF II Holdings (DE) LLC, which is the sole member of SVF II SPAC Investment 3 (DE) LLC. SoftBank is the parent company of SB Northstar GP, which is the general partner of SB Northstar LP. (Footnote continued in Footnote 3)
(Continued from Footnote 2) SoftBank is the parent company of SSI AIV, which is the sole stockholder of Sunlight Investment Corp. As a result of these relationships, each of the foregoing entities may be deemed to share beneficial ownership of the securities reported herein.
The warrants were issued pursuant to that certain Framework Agreement, dated as of July 23, 2023, by and among the issuer, Symbotic Holdings LLC, Symbotic LLC, Sunlight Investment Corp., SSI AIV and GreenBox Systems LLC.
Exercise of the warrants is subject to certain conditions set forth in the warrant, including the satisfaction of certain funding obligations pursuant to that certain Master Services, License and Equipment Agreement, dated as of July 23, 2023, by and between GreenBox Systems LLC and Symbotic LLC (the "MSLEA").
The warrants expire on the later of (i) expiration of the term of the MSLEA and (ii) the date that is the 36-month anniversary of the date on which the warrant vested with respect to the applicable shares. The term of the MSLEA expires on July 23, 2027 unless earlier terminated pursuant to the terms of the MSLEA; provided that the term may be extended by GreenBox Systems LLC until July 23, 2029, subject to certain conditions.
SVF II SPAC Investment 3 (DE) LLC, By: /s/ Jonathan Duckles, as Director
2023-07-25
SVF II Holdings (DE) LLC, By: /s/ Jonathan Duckles, as Director
2023-07-25
SVF II Aggregator (Jersey) L.P., By: SB Global Advisers Limited, its Manager /s/ Alex Clavel, as Director
2023-07-25
SoftBank Vision Fund II-2 L.P., By: SB Global Advisers Limited, its Manager /s/ Alex Clavel, as Director
2023-07-25
SB Global Advisers Limited, By: /s/ Alex Clavel, as Director
2023-07-25
SB Northstar GP, By: /s/ Stephen Lam, as Director
2023-07-25
SB Northstar LP, By: SB Northstar GP, its General Partner /s/ Stephen Lam, as Director
2023-07-25
SoftBank Group Corp., By: /s/ Yuko Yamamoto, as Head of Corporate Legal Department
2023-07-25