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