0001213900-21-000999.txt : 20210107 0001213900-21-000999.hdr.sgml : 20210107 20210107213507 ACCESSION NUMBER: 0001213900-21-000999 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20210107 FILED AS OF DATE: 20210107 DATE AS OF CHANGE: 20210107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ALTMAN STEVEN R CENTRAL INDEX KEY: 0001191307 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39854 FILM NUMBER: 21515443 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Stone Nick CENTRAL INDEX KEY: 0001837454 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39854 FILM NUMBER: 21515444 MAIL ADDRESS: STREET 1: 1250 PROSPECT STREET STREET 2: SUITE 200 CITY: LA JOLLA STATE: CA ZIP: 92037 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ABERLE DEREK K CENTRAL INDEX KEY: 0001445355 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39854 FILM NUMBER: 21515445 MAIL ADDRESS: STREET 1: 5775 MOREHOUSE DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Prospector Sponsor LLC CENTRAL INDEX KEY: 0001831856 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39854 FILM NUMBER: 21515446 BUSINESS ADDRESS: STREET 1: 1250 PROSPECT STREET STREET 2: SUITE 200 CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: (858) 449-9643 MAIL ADDRESS: STREET 1: 1250 PROSPECT STREET STREET 2: SUITE 200 CITY: LA JOLLA STATE: CA ZIP: 92037 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Prospector Capital Corp. CENTRAL INDEX KEY: 0001825473 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1250 PROSPECT STREET STREET 2: SUITE 200 CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: (858) 449-9643 MAIL ADDRESS: STREET 1: 1250 PROSPECT STREET STREET 2: SUITE 200 CITY: LA JOLLA STATE: CA ZIP: 92037 3 1 ownership.xml OWNERSHIP DOCUMENT X0206 3 2021-01-07 0 0001825473 Prospector Capital Corp. PRSR 0001831856 Prospector Sponsor LLC C/O PROSPECTOR CAPITAL CORP. 1250 PROSPECT STREET, SUITE 200 LA JOLLA CA 92037 1 0 1 1 *Director by Deputization 0001445355 ABERLE DEREK K C/O PROSPECTOR CAPITAL CORP. 1250 PROSPECT STREET, SUITE 200 LA JOLLA CA 92037 0 1 0 0 CEO, Director 0001837454 Stone Nick C/O PROSPECTOR CAPITAL CORP. 1250 PROSPECT STREET, SUITE 200 LA JOLLA CA 92037 0 1 0 0 CFO, Director 0001191307 ALTMAN STEVEN R C/O PROSPECTOR CAPITAL CORP. 1250 PROSPECT STREET, SUITE 200 LA JOLLA CA 92037 1 0 0 0 Class B Ordinary Shares Class A Ordinary Shares 8625000 D The Class B ordinary shares are convertible for the Issuer's Class A ordinary shares as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333-251523) (the "Registration Statement") and have no expiration date. The Class B ordinary shares beneficially owned by the Reporting Persons include up to 1,125,000 Class B ordinary shares subject to forfeiture to the Issuer depending on the extent to which the underwriters' over-allotment option is exercised in connection with the Issuer's initial public offering of units, as described in the Registration Statement. Prospector Sponsor LLC is the record holder of the securities reported herein. Derek Aberle, Nick Stone and Steve Altman are among the managing members of Prospector Sponsor LLC and share voting and investment discretion with respect to the securities held of record by Prospector Sponsor LLC. Each of the Messrs. Aberle, Stone and Altman disclaims any beneficial ownership of the securities held by Prospector Sponsor LLC other than to the extent of any pecuniary interest he may have therein, directly or indirectly. See Exhibit 99.1 - Joint Filer Information, which is incorporated herein by reference and describes in further detail the relationships of the Reporting Persons to the Issuer. See Exhibits 24.1, 24.2, 24.3 and 24.4 - Powers of Attorney. /s/ Adam Berkaw, Attorney-in-Fact for Prospector Sponsor LLC 2021-01-07 /s/ Adam Berkaw, Attorney-in-Fact for Derek Aberle 2021-01-07 /s/ Adam Berkaw, Attorney-in-Fact for Nick Stone 2021-01-07 /s/ Adam Berkaw, Attorney-in-Fact for Steve Altman 2021-01-07 EX-24.1 2 ea132733ex24-1_prospector.htm POWER OF ATTORNEY

Exhibit 24.1

 

POWER OF ATTORNEY

 

The undersigned constitutes and appoints Joel Rubinstein, Adam Berkaw, Audrey Bae and Ami Shin, or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

 

1. prepare, sign, and submit to the Securities and Exchange Commission (the “SEC”) on its Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) Filer Management website a Form ID application, including any amendments and exhibits thereto, and any other related documents as may be necessary or appropriate, to obtain from the SEC access codes to permit filing on the SEC’s EDGAR system, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done as required by any rule or regulation of the SEC and the EDGAR Filer Manual as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof; and

 

2. sign any and all SEC statements of beneficial ownership of securities of Prospector Capital Corp. (the “Company”) on Schedule 13D as required under Section 13 and Forms 3, 4 and 5 as required under Section 16(a) of the Securities Exchange Act of 1934, as amended, and any amendments thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the SEC, the Company and any stock exchange on which any of the Company’s securities are listed, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done under said Section 13 and Section 16(a), as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof.

 

A copy of this power of attorney shall be filed with the SEC.  The authorization set forth above shall continue in full force and effect until the undersigned revokes such authorization by written instructions to the attorneys-in-fact.

 

The authority granted hereby shall in no event be deemed to impose or create any duty on behalf of the attorneys-in-fact with respect to the undersigned’s obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5 with the SEC. 

 

Dated: September 17, 2020

 

  PROSPECTOR SPONSOR LLC
     
  By: /s/ Derek Aberle
    Name:  Derek Aberle
    Title: Managing Member

 

 EX-24.2 3 ea132733ex24-2_prospector.htm POWER OF ATTORNEY

Exhibit 24.2

 

POWER OF ATTORNEY

 

The undersigned constitutes and appoints Joel Rubinstein, Adam Berkaw, Audrey Bae and Ami Shin, or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

 

1. prepare, sign, and submit to the Securities and Exchange Commission (the “SEC”) on its Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) Filer Management website a Form ID application, including any amendments and exhibits thereto, and any other related documents as may be necessary or appropriate, to obtain from the SEC access codes to permit filing on the SEC’s EDGAR system, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done as required by any rule or regulation of the SEC and the EDGAR Filer Manual as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof; and

 

2. sign any and all SEC statements of beneficial ownership of securities of Prospector Capital Corp. (the “Company”) on Schedule 13D as required under Section 13 and Forms 3, 4 and 5 as required under Section 16(a) of the Securities Exchange Act of 1934, as amended, and any amendments thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the SEC, the Company and any stock exchange on which any of the Company’s securities are listed, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done under said Section 13 and Section 16(a), as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof.

 

A copy of this power of attorney shall be filed with the SEC.  The authorization set forth above shall continue in full force and effect until the undersigned revokes such authorization by written instructions to the attorneys-in-fact.

 

The authority granted hereby shall in no event be deemed to impose or create any duty on behalf of the attorneys-in-fact with respect to the undersigned’s obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5 with the SEC. 

 

Dated: December 22, 2020

 

  /s/ Derek Aberle
  Derek Aberle

 

 EX-24.2 4 ea132733ex24-3_prospector.htm POWER OF ATTORNEY

Exhibit 24.3

 

POWER OF ATTORNEY

 

The undersigned constitutes and appoints Joel Rubinstein, Adam Berkaw, Audrey Bae and Ami Shin, or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

 

1. prepare, sign, and submit to the Securities and Exchange Commission (the “SEC”) on its Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) Filer Management website a Form ID application, including any amendments and exhibits thereto, and any other related documents as may be necessary or appropriate, to obtain from the SEC access codes to permit filing on the SEC’s EDGAR system, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done as required by any rule or regulation of the SEC and the EDGAR Filer Manual as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof; and

 

2. sign any and all SEC statements of beneficial ownership of securities of Prospector Capital Corp. (the “Company”) on Schedule 13D as required under Section 13 and Forms 3, 4 and 5 as required under Section 16(a) of the Securities Exchange Act of 1934, as amended, and any amendments thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the SEC, the Company and any stock exchange on which any of the Company’s securities are listed, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done under said Section 13 and Section 16(a), as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof.

 

A copy of this power of attorney shall be filed with the SEC.  The authorization set forth above shall continue in full force and effect until the undersigned revokes such authorization by written instructions to the attorneys-in-fact.

 

The authority granted hereby shall in no event be deemed to impose or create any duty on behalf of the attorneys-in-fact with respect to the undersigned’s obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5 with the SEC. 

 

Dated: September 17, 2020

 

  /s/ Nick Stone
  Nick Stone

 

 EX-24.4 5 ea132733ex24-4_prospector.htm POWER OF ATTORNEY

Exhibit 24.4

 

POWER OF ATTORNEY

 

The undersigned constitutes and appoints Joel Rubinstein, Adam Berkaw, Audrey Bae and Ami Shin, or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

 

1. prepare, sign, and submit to the Securities and Exchange Commission (the “SEC”) on its Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) Filer Management website a Form ID application, including any amendments and exhibits thereto, and any other related documents as may be necessary or appropriate, to obtain from the SEC access codes to permit filing on the SEC’s EDGAR system, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done as required by any rule or regulation of the SEC and the EDGAR Filer Manual as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof; and

 

2. sign any and all SEC statements of beneficial ownership of securities of Prospector Capital Corp. (the “Company”) on Schedule 13D as required under Section 13 and Forms 3, 4 and 5 as required under Section 16(a) of the Securities Exchange Act of 1934, as amended, and any amendments thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the SEC, the Company and any stock exchange on which any of the Company’s securities are listed, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done under said Section 13 and Section 16(a), as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof.

 

A copy of this power of attorney shall be filed with the SEC.  The authorization set forth above shall continue in full force and effect until the undersigned revokes such authorization by written instructions to the attorneys-in-fact.

 

The authority granted hereby shall in no event be deemed to impose or create any duty on behalf of the attorneys-in-fact with respect to the undersigned’s obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5 with the SEC. 

 

Dated: September 16, 2020

 

  /s/ Steve Altman
  Steve Altman

 

 EX-99.1 6 ea132733ex99-1_prospector.htm JOINT FILER INFORMATION

Exhibit 99.1

 

Joint Filer Information

 

Name of Joint Filer: Prospector Sponsor LLC
   
Address of Joint Filer: c/o Prospector Capital Corp.
  1250 Prospect Street, Suite 200
  La Jolla, CA 92037
   
Relationship of Joint Filer to Issuer: 10% Owner, Director by Deputization
   
Issuer Name and Ticker or Trading Symbol: Prospector Capital Corp. [PRSR]
   
Date of Event Requiring Statement:  
(Month/Day/Year): 01/07/2021
   
   
Name of Joint Filer: Derek Aberle
   
Address of Joint Filer: c/o Prospector Capital Corp.
  1250 Prospect Street, Suite 200
  La Jolla, CA 92037
   
Relationship of Joint Filer to Issuer: Chief Executive Officer, Director
   
Issuer Name and Ticker or Trading Symbol: Prospector Capital Corp. [PRSR]
   
Date of Event Requiring Statement:  
(Month/Day/Year): 01/07/2021
   
   
Name of Joint Filer: Nick Stone
   
Address of Joint Filer: c/o Prospector Capital Corp.
  1250 Prospect Street, Suite 200
  La Jolla, CA 92037
   
Relationship of Joint Filer to Issuer: Chief Financial Officer, Director
   
Issuer Name and Ticker or Trading Symbol: Prospector Capital Corp. [PRSR]
   
Date of Event Requiring Statement:  
(Month/Day/Year): 01/07/2021
   
   
Name of Joint Filer: Steve Altman
   
Address of Joint Filer: c/o Prospector Capital Corp.
  1250 Prospect Street, Suite 200
  La Jolla, CA 92037
   
Relationship of Joint Filer to Issuer: Chairman
   
Issuer Name and Ticker or Trading Symbol: Prospector Capital Corp. [PRSR]
   
Date of Event Requiring Statement:  
(Month/Day/Year): 01/07/2021