0001213900-16-015490.txt : 20160802
0001213900-16-015490.hdr.sgml : 20160802
20160802194411
ACCESSION NUMBER: 0001213900-16-015490
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160729
FILED AS OF DATE: 20160802
DATE AS OF CHANGE: 20160802
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CardConnect Corp.
CENTRAL INDEX KEY: 0001614818
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 465380892
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1000 CONTINENTAL DRIVE, SUITE 300
CITY: KING OF PRUSSIA
STATE: PA
ZIP: 19406
BUSINESS PHONE: 484-581-2200
MAIL ADDRESS:
STREET 1: 1000 CONTINENTAL DRIVE, SUITE 300
CITY: KING OF PRUSSIA
STATE: PA
ZIP: 19406
FORMER COMPANY:
FORMER CONFORMED NAME: FinTech Acquisition Corp
DATE OF NAME CHANGE: 20140724
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HALE JAMES C III
CENTRAL INDEX KEY: 0001373766
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36846
FILM NUMBER: 161801964
MAIL ADDRESS:
STREET 1: C/O EXLSERVICE HOLDINGS, INC.
STREET 2: 350 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HURET ROBERT A
CENTRAL INDEX KEY: 0001204659
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36846
FILM NUMBER: 161801965
MAIL ADDRESS:
STREET 1: 130 MERCHANT ST 22ND FLR
CITY: HONOLULU
STATE: HI
ZIP: 96813
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HAYNES DAVID
CENTRAL INDEX KEY: 0001127903
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36846
FILM NUMBER: 161801966
MAIL ADDRESS:
STREET 1: 1881 VON KARMAN STE 400
CITY: IRVINE
STATE: CA
ZIP: 92612
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FTVentures III TLP
CENTRAL INDEX KEY: 0001386206
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36846
FILM NUMBER: 161801968
BUSINESS ADDRESS:
STREET 1: 555 California St 29th Fl
CITY: San Francisco
STATE: CA
ZIP: 94104
MAIL ADDRESS:
STREET 1: 555 California St 29th Fl
CITY: San Francisco
STATE: CA
ZIP: 94104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FTVentures III LP
CENTRAL INDEX KEY: 0001386293
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36846
FILM NUMBER: 161801970
BUSINESS ADDRESS:
STREET 1: 555 CALIFORNIA ST 29TH FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94104
MAIL ADDRESS:
STREET 1: 555 CALIFORNIA ST 29TH FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FTVentures Management III, L.L.C.
CENTRAL INDEX KEY: 0001526863
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36846
FILM NUMBER: 161801971
BUSINESS ADDRESS:
STREET 1: 555 CALIFORNIA ST., STE 2900
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94104
BUSINESS PHONE: 312-873-7500
MAIL ADDRESS:
STREET 1: C/O TRUSTWAVE HOLDINGS, INC.
STREET 2: 70 W. MADISON, SUITE 1050
CITY: CHICAGO
STATE: IL
ZIP: 60602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FTVentures III N LP
CENTRAL INDEX KEY: 0001386205
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36846
FILM NUMBER: 161801969
BUSINESS ADDRESS:
STREET 1: 555 California St 29th Fl
CITY: San Francisco
STATE: CA
ZIP: 94104
MAIL ADDRESS:
STREET 1: 555 California St 29th Fl
CITY: San Francisco
STATE: CA
ZIP: 94104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bernstein Bradford E
CENTRAL INDEX KEY: 0001373735
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36846
FILM NUMBER: 161801967
MAIL ADDRESS:
STREET 1: C/O EXLSERVICE HOLDINGS, INC.
STREET 2: 350 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022
4
1
f4072916ftvmanageiiillc_ccn.xml
OWNERSHIP DOCUMENT
X0306
4
2016-07-29
0
0001614818
CardConnect Corp.
CCN
0001526863
FTVentures Management III, L.L.C.
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850
SAN FRANCISCO
CA
94190
0
0
1
0
0001386293
FTVentures III LP
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850
SAN FRANCISCO
CA
94190
0
0
1
0
0001386205
FTVentures III N LP
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850
SAN FRANCISCO
CA
94190
0
0
1
0
0001386206
FTVentures III TLP
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850
SAN FRANCISCO
CA
94190
0
0
1
0
0001373735
Bernstein Bradford E
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850
SAN FRANCISCO
CA
94190
0
0
1
0
0001127903
HAYNES DAVID
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850
SAN FRANCISCO
CA
94190
0
0
1
0
0001204659
HURET ROBERT A
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850
SAN FRANCISCO
CA
94190
0
0
1
0
0001373766
HALE JAMES C III
C/O FTV CAPITAL
555 CALIFORNIA STREET, SUITE 2850
SAN FRANCISCO
CA
94190
0
0
1
0
Common Stock
2016-07-27
4
J
0
9756030
A
9756030
I
By FTVentures III, L:P.
Common Stock
2016-07-27
4
J
0
528983
A
528983
I
By FTVentures III-N, L:P.
Common Stock
2016-07-27
4
J
0
317390
A
317390
I
By FTVentures III-T, L:P.
Represents (i) 9,442,472 shares received in exchange for 1,266,374 shares of FTS Holding Corporation ("Former CardConnect") common stock in connection with the merger of Former CardConnect into a subsidiary of FinTech Acquisition Corp. (the "Merger"), (ii) 174,833 shares purchased from FinTech Acquisition Corp. in a private placement transaction for $10.00 per share (the "PIPE"), and (iii) 138,725 shares received from certain founders of FinTech Acquisition Corp. for nominal consideration (the "Share Transfer"). In connection with the Merger, the issuer changed its name to CardConnect, Inc.
Each reporting person (i) acquired the shares of issuer common stock in the Merger, which valued the issuer's common stock at $10.00 per share, (ii) purchased shares received in the PIPE for $10.00 per share, and (iii) received the shares in the Share Transfer for nominal consideration.
These shares are held directly by FTVentures III, L.P. ("FTVIII"). FTVentures Management III, L.L.C. ("FTVentures") is the general partner of FTVIII. Richard N. Garman, Brad E. Bernstein, David A. Haynes, Chris H. Winship, James C. Hale and Robert A. Huret, as the managing members of FTVentures (the "Managing Members"), who acting by a majority vote of the group, share voting and dispositive power over the limited liability company interest in FTVIII held directly by FTVentures and therefore share an indirect beneficial interest in the common stock held directly by FTVIII. As such, FTVentures and the Managing Members may be deemed to be the beneficial owner of the shares held directly by FTVIII. Each of FTVentures and the Managing Members expressly disclaim beneficial ownership of shares held directly by FTVIII, except to the extent of their respective pecuniary interests therein.
Represents (i) 511,982 shares received in exchange for 68,665 shares of Former CardConnect common stock in connection with the Merger, (ii) 9,479 shares purchased in the PIPE, and (iii) 7,522 shares received in the Share Transfer.
These shares are held directly by FTVentures III-N, L.P. ("FTVIIIN"). FTVentures is the general partner of FTVIIIN. The Managing Members, who acting by a majority vote of the group, share voting and dispositive power over the limited liability company interest in FTVIIIN held directly by FTVentures and therefore share an indirect beneficial interest in the common stock held directly by FTVIIIN. As such, FTVentures and the Managing Members may be deemed to be the beneficial owner of the shares held directly by FTVIIIN. Each of FTVentures and the Managing Members expressly disclaim beneficial ownership of shares held directly by FTVIIIN, except to the extent of their respective pecuniary interests therein.
Represents (i) 307,189 shares received in exchange for 41,198 shares of Former CardConnect common stock in connection with the Merger, (ii) 5,688 shares purchased in the PIPE and (iii) 4,513 shares received in the Share Transfer.
These shares are held directly by FTVentures III-T, L.P. ("FTVIIIT"). FTVentures is the general partner of FTVIIIT. The Managing Members, who acting by a majority vote of the group, share voting and dispositive power over the limited liability company interest in FTVIIIT held directly by FTVentures and therefore share an indirect beneficial interest in the common stock held directly by FTVIIIT. As such, FTVentures and the Managing Members may be deemed to be the beneficial owner of the shares held directly by FTVIIIT. Each of FTVentures and the Managing Members expressly disclaim beneficial ownership of shares held directly by FTVIIIT, except to the extent of their respective pecuniary interests therein.
Mr. Garman and Mr. Winship serve as directors on the board of directors of the issuer and are not included in this filing because each file Form 4's separately as reporting persons.
FTVentures Management III, L.L.C., /s/ David A. Haynes
2016-08-02
FTVentures III, L.P. /s/ David A. Haynes
2016-08-02
FTVentures III-N, L.P., /s/ David A. Haynes
2016-08-02
FTVentures III-T, L.P. /s/ David A. Haynes
2016-08-02
Brad E. Bernstein /s/ David A. Haynes by Power of Attorney
2016-08-02
/s/ David A. Haynes
2016-08-02
James C. Hale /s/ David A. Haynes by Power of Attorney
2016-08-02
Robert A. Huret /s/ David A. Haynes by Power of Attorney
2016-08-02