0001094891-21-000032.txt : 20210114 0001094891-21-000032.hdr.sgml : 20210114 20210114175453 ACCESSION NUMBER: 0001094891-21-000032 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210114 FILED AS OF DATE: 20210114 DATE AS OF CHANGE: 20210114 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FINN BRIAN D CENTRAL INDEX KEY: 0001124195 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39897 FILM NUMBER: 21529939 MAIL ADDRESS: STREET 1: C/O BLACKROCK KELSO CAPITAL CORPORATION STREET 2: 40 EAST 52ND STREET CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rotor Sponsor LLC CENTRAL INDEX KEY: 0001839020 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39897 FILM NUMBER: 21529940 BUSINESS ADDRESS: STREET 1: C/O ROTOR ACQUISITION CORP. STREET 2: 405 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: (212) 818-8800 MAIL ADDRESS: STREET 1: C/O ROTOR ACQUISITION CORP. STREET 2: 405 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10174 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rotor Acquisition Corp. CENTRAL INDEX KEY: 0001826681 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O GRAUBARD MILLER STREET 2: 405 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: (212) 818-8800 MAIL ADDRESS: STREET 1: C/O GRAUBARD MILLER STREET 2: 405 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10174 3 1 edgar.xml PRIMARY DOCUMENT X0206 3 2021-01-14 0 0001826681 Rotor Acquisition Corp. ROT.U 0001124195 FINN BRIAN D 405 LEXINGTON AVENUE NEW YORK NY 10174 1 1 1 0 Chief Executive Officer 0001839020 Rotor Sponsor LLC 405 LEXINGTON AVENUE NEW YORK NY 10174 0 0 1 0 Class B Common Stock Class A Common Stock 6900000 I By Rotor Sponsor LLC Warrants 11.50 Class A Common Stock 5794230 I By Rotor Sponsor LLC The Class B Common Stock will automatically convert into shares of Class A Common Stock at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment. The Class B Common Stock has no expiration date. Includes up to 900,000 shares of Class B Common Stock that may be forfeited if the underwriters in the Issuer's initial public offering do not exercise the overallotment option in full. This amount does not reflect the cancellation of up to 686,538 shares of Class B Common Stock (or 790,384 shares if the underwriters exercise their overallotment option in full) owned by the sponsor in connection with the issuance of a like number of shares to affiliates of BlackRock Inc. and Millenium Management LLC. These securities are owned directly by Rotor Sponsor LLC, a ten percent owner of the Issuer, and indirectly by its managing member, Brian Finn, the Issuer's Chief Executive Officer. Mr. Finn disclaims beneficial ownership of the securities held by Rotor Sponsor LLC except to the extent of his pecuniary interest therein. Each warrant will become exercisable on the later of 30 days after the completion of the Issuer's initial business combination or January 14, 2022. Each warrant will expire five years after the completion of an initial business combination. Represents warrants which, prior to the effective date of the registration statement relating to the Issuer's initial public offering, Rotor Sponsor LLC irrevocably commmitted to purchase. Does not include up to 636,924 warrants which such entity irrevocably committed to purchase in the event the underwriters in the Issuer's initial public offering exercise the overalloptment option in full. /s/ Brian D. Finn 2021-01-14 Brian D. Finn, Managing Member 2021-01-14