0001140361-21-000986.txt : 20210112 0001140361-21-000986.hdr.sgml : 20210112 20210112211528 ACCESSION NUMBER: 0001140361-21-000986 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20210112 FILED AS OF DATE: 20210112 DATE AS OF CHANGE: 20210112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Deep Lake Capital Sponsor LP CENTRAL INDEX KEY: 0001838985 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39879 FILM NUMBER: 21524831 BUSINESS ADDRESS: STREET 1: UGLAND HOUSE STREET 2: SOUTH CHURCH STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 405-307-2340 MAIL ADDRESS: STREET 1: UGLAND HOUSE STREET 2: SOUTH CHURCH STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Deep Lake Capital GP LLC CENTRAL INDEX KEY: 0001839044 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39879 FILM NUMBER: 21524832 BUSINESS ADDRESS: STREET 1: UGLAND HOUSE STREET 2: SOUTH CHURCH STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 405-307-2340 MAIL ADDRESS: STREET 1: UGLAND HOUSE STREET 2: SOUTH CHURCH STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Incline Investments LLC CENTRAL INDEX KEY: 0001838917 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39879 FILM NUMBER: 21524833 BUSINESS ADDRESS: STREET 1: 930 TAHOE BLVD., SUITE 802 STREET 2: PMB 381 CITY: INCLINE VILLAGE STATE: NV ZIP: 89451 BUSINESS PHONE: 405-307-2340 MAIL ADDRESS: STREET 1: 930 TAHOE BLVD., SUITE 802 STREET 2: PMB 381 CITY: INCLINE VILLAGE STATE: NV ZIP: 89451 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CY5 Investments LLC CENTRAL INDEX KEY: 0001838081 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39879 FILM NUMBER: 21524834 BUSINESS ADDRESS: STREET 1: 930 TAHOE BLVD. STREET 2: SUITE 802 CITY: INCLINE VILLAGE STATE: NV ZIP: 89451 BUSINESS PHONE: 405-307-2340 MAIL ADDRESS: STREET 1: 930 TAHOE BLVD. STREET 2: SUITE 802 CITY: INCLINE VILLAGE STATE: NV ZIP: 89451 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pelican Investments LLC CENTRAL INDEX KEY: 0001839092 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39879 FILM NUMBER: 21524835 BUSINESS ADDRESS: STREET 1: 930 TAHOE BLVD, SUITE 802 STREET 2: PMB 381 CITY: INCLINE VILLAGE STATE: NV ZIP: 89451 BUSINESS PHONE: 405-307-2340 MAIL ADDRESS: STREET 1: 930 TAHOE BLVD, SUITE 802 STREET 2: PMB 381 CITY: INCLINE VILLAGE STATE: NV ZIP: 89451 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lavelle Mark L CENTRAL INDEX KEY: 0001770735 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39879 FILM NUMBER: 21524836 MAIL ADDRESS: STREET 1: 300 CONTINENTAL DRIVE CITY: NEWARK STATE: DE ZIP: 19713 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Marino Gary J CENTRAL INDEX KEY: 0001644073 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39879 FILM NUMBER: 21524837 MAIL ADDRESS: STREET 1: C/O PAYPAL HOLDINGS, INC. STREET 2: 2211 NORTH FIRST STREET CITY: SAN JOSE STATE: CA ZIP: 95131 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CYRUS MICHAEL J CENTRAL INDEX KEY: 0001196662 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39879 FILM NUMBER: 21524838 MAIL ADDRESS: STREET 1: 139 E FOURTH ST CITY: CINCINNATI STATE: OH ZIP: 45202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Deep Lake Capital Acquisition Corp. CENTRAL INDEX KEY: 0001831928 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 930 TAHOE BLVD, SUITE 802 STREET 2: PMB 381 CITY: INCLINE VILLAGE STATE: NV ZIP: 89451 BUSINESS PHONE: (405) 307-2340 MAIL ADDRESS: STREET 1: 930 TAHOE BLVD, SUITE 802 STREET 2: PMB 381 CITY: INCLINE VILLAGE STATE: NV ZIP: 89451 3 1 form3.xml FORM 3 X0206 3 2021-01-12 0 0001831928 Deep Lake Capital Acquisition Corp. DLCA 0001838985 Deep Lake Capital Sponsor LP C/O DEEP LAKE CAPITAL ACQUISITION CORP. 930 TAHOE BLVD, SUITE 802 PMB 381 INCLINE VILLAGE NV 89451 true 0001839044 Deep Lake Capital GP LLC C/O DEEP LAKE CAPITAL ACQUISITION CORP. 930 TAHOE BLVD, SUITE 802 PMB 381 INCLINE VILLAGE NV 89451 true 0001838917 Incline Investments LLC C/O INCLINE INVESTMENTS LLC 301 WEST AVENUE #5203 AUSTIN TX 78701 true 0001838081 CY5 Investments LLC C/O PELICAN INVESTMENTS LLC 3721 STANSBURY MILL ROAD PHOENIX AZ 21131 true 0001839092 Pelican Investments LLC C/O CY5 INVESTMENTS LLC 930 TAHOE BLVD, SUITE 802, PMB 381 INCLINE VILLAGE NV 89451 true 0001770735 Lavelle Mark L C/O DEEP LAKE CAPITAL ACQUISITION CORP. 930 TAHOE BLVD, SUITE 802 PMB 381 INCLINE VILLAGE NV 89451 true true true Chief Executive Officer 0001644073 Marino Gary J C/O DEEP LAKE CAPITAL ACQUISITION CORP. 930 TAHOE BLVD, SUITE 802 PMB 381 INCLINE VILLAGE NV 89451 true true true President 0001196662 CYRUS MICHAEL J C/O DEEP LAKE CAPITAL ACQUISITION CORP. 930 TAHOE BLVD, SUITE 802 PMB 381 INCLINE VILLAGE NV 89451 true true true Chief Financial Officer Class B Ordinary Shares, par value $0.0001 Class A Ordinary Shares, par value $0.0001 5085000 D This form is being filed by the following Reporting Persons: Deep Lake Capital Sponsor LP (the "Sponsor"), Deep Lake Capital GP LLC. ("Deep Lake GP"), Incline Investments LLC ("Incline Investments"). CY5 Investments LLC ("CY5 Investments"), Pelican Investment LLC ("Pelican Investments"), Mark L. Lavelle, Michael J. Cyrus, and Gary J. Marino. The Sponsor owns 5,085,000 Class B ordinary shares, par value $0.0001 per share (the "Class B Ordinary Shares"), of Deep Lake Capital Acquisition Corp. (the "Issuer"), including 675,000 Class B Ordinary Shares that are subject to forfeiture if the underwriters of the Issuer's initial public offering do not exercise in full an option granted to it to cover over-allotments. The Class B Ordinary Shares have no expiration date and are convertible into Class A ordinary shares, par value $0.0001 per share, of the Issuer, as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-251649). Deep Lake GP is the general partner of the Sponsor. Each of Incline Investments, CY5 Investments and Pelican Investments own a one-third interest in Deep Lake GP and has sole voting and dispositive power over the Class B Ordinary Shares held by the Sponsor. Mark L. Lavelle is the sole manager of Incline Investments, Michael J. Cyrus is the sole manager of CY5 Investments and Gary J. Marino is the sole manager of Pelican Investments. Because of the relationships among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. Exhibit 24.1 Power of Attorney. Exhibit 99.1 Joint Filer Information (including signatures) is incorporated by reference herein. See Exhibit 99.1 for Signatures 2021-01-12 EX-24.1 2 brhc10018880_ex24-1.htm EXHIBIT 24.1
Exhibit 24.1

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of Mark L. Lavelle, Gary Marino and Michael Cyrus, with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:


 1.
prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;


2.
execute for and on behalf of the undersigned with respect to the Company, Schedules 13D and 13G and Forms 3, 4, and 5 in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;


3.
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Schedules 13D or 13G or Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and


4.
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17th day of December, 2020.

 
Very truly yours,
  
     
 
DEEP LAKE CAPITAL SPONSOR LP
  
 
By: Deep Lake Capital GP LLC, its general partner
  
 
By: CY5 Investments LLC, its member
  
     
   
/s/ Michael Cyrus
  
   
Name:
Michael Cyrus
  
   
Title:
Managing Member
  

2
POWER OF ATTORNEY
 
Know all by these presents, that the undersigned hereby constitutes and appoints each of Mark L. Lavelle, Gary Marino and Michael Cyrus, with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:
 

 1.
prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;
 

 2.
execute for and on behalf of the undersigned with respect to the Company, Schedules 13D and 13G and Forms 3, 4, and 5 in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
 

 3.
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Schedules 13D or 13G or Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and
 

 4.
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
 
The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Securities Exchange Act of 1934.
 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.

3
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17th day of December, 2020.
 
  Very truly yours,
   
  DEEP LAKE CAPITAL GP LLC
  By: CY5 Investments LLC, its member 
     
   
/s/ Michael Cyrus
   
Name:        Michael Cyrus
   
Title:          Managing Member


4
 EX-99.1 3 brhc10018880_ex99-1.htm EXHIBIT 99.1
Exhibit 99.1

Joint Filer Information

Name of Joint Filer:
Deep Lake Capital Sponsor LP
   
Address of Joint Filer:
c/o Deep Lake Capital Acquisition Corp.
 
930 Tahoe Blvd, Suite 802 PMB 381
 
Incline Village, NV 89451
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Deep Lake Capital Acquisition Corp. [DLCA]
   
Date of Event Requiring Statement:
January 12, 2021
   
Designated Filer:
Deep Lake Capital Sponsor LP

Signature:

Deep Lake Capital Sponsor LP
By: Deep Lake Capital GP LLC, its general partner
By: CY5 Investments LLC, its member

By:
/s/ Michael J. Cyrus
  
  
Name:Michael J. Cyrus
  
Title: Managing Member
   
Date:
January 12, 2021

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:
Deep Lake Capital GP LLC
   
Address of Joint Filer:
c/o Deep Lake Capital Acquisition Corp.
 
930 Tahoe Blvd, Suite 802 PMB 381
 
Incline Village, NV 89451
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Deep Lake Capital Acquisition Corp. [DLCA]
   
Date of Event Requiring Statement:
January 12, 2021
   
Designated Filer:
Deep Lake Capital Sponsor LP

Signature:

Deep Lake Capital Sponsor LP.
By: CY5 Investments LLC, its member

By:
/s/ Michael J. Cyrus
  
  
Name: Michael J. Cyrus
  
Title: Managing Member
   
Date:
January 12, 2021

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:
Incline Investments LLC
   
Address of Joint Filer:
c/o Deep Lake Capital Acquisition Corp.
 
930 Tahoe Blvd, Suite 802 PMB 381
 
Incline Village, NV 89451
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Deep Lake Capital Acquisition Corp. [DLCA]
   
Date of Event Requiring Statement:
January 12, 2021
   
Designated Filer:
Deep Lake Capital Sponsor LP

Signature:

Incline Investments LLC

By:
/s/ Mark L. Lavelle
  
  
Name:Mark L. Lavelle
  
Title:Managing Member
   
Date:
January 12, 2021

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:
Pelican Investment LLC
   
Address of Joint Filer:
c/o Deep Lake Capital Acquisition Corp.
 
930 Tahoe Blvd, Suite 802 PMB 381
 
Incline Village, NV 89451
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Deep Lake Capital Acquisition Corp. [DLCA]
   
Date of Event Requiring Statement:
January 12, 2021
   
Designated Filer:
Deep Lake Capital Sponsor LP

Signature:

Pelican Investment LLC

By:
/s/ Gary J. Marino
  
  
Name:Gary J. Marino
  
Title: Managing Member
   
Date:
January 12, 2021

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:
CY5 Investments LLC
   
Address of Joint Filer:
c/o Deep Lake Capital Acquisition Corp.
 
930 Tahoe Blvd, Suite 802 PMB 381
 
Incline Village, NV 89451
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Deep Lake Capital Acquisition Corp. [DLCA]
   
Date of Event Requiring Statement:
January 12, 2021
   
Designated Filer:
Deep Lake Capital Sponsor LP

Signature:

CY5 Investments LLC

By:
/s/ Michael J. Cyrus
  
  
Name:Michael J. Cyrus
  
Title:Managing Member
   
Date:
January 12, 2021

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:
Mark L. Lavelle
   
Address of Joint Filer:
c/o Deep Lake Capital Acquisition Corp.
 
930 Tahoe Blvd, Suite 802 PMB 381
 
Incline Village, NV 89451
   
Relationship of Joint Filer to Issuer:
Director, Officer (Chief Executive Officer), 10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Deep Lake Capital Acquisition Corp. [DLCA]
   
Date of Event Requiring Statement:
January 12, 2021
   
Designated Filer:
Deep Lake Capital Sponsor LP

Signature:

By:
/s/ Mark L. Lavelle
  
 
Name: Mark L. Lavelle
   
Date:
January 12, 2021

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:
Gary J. Marino
   
Address of Joint Filer:
c/o Deep Lake Capital Acquisition Corp.
 
930 Tahoe Blvd, Suite 802 PMB 381
 
Incline Village, NV 89451
   
Relationship of Joint Filer to Issuer:
Director, Officer (President), 10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Deep Lake Capital Acquisition Corp. [DLCA]
   
Date of Event Requiring Statement:
January 12, 2021
   
Designated Filer:
Deep Lake Capital Sponsor LP
   
Signature:
  

By:
/s/ Gary J. Marino
  
 
Name: Gary J. Marino
   
Date:
January 12, 2021

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:
Michael J. Cyrus
   
Address of Joint Filer:
c/o Deep Lake Capital Acquisition Corp.
 
930 Tahoe Blvd, Suite 802 PMB 381
 
Incline Village, NV 89451
   
Relationship of Joint Filer to Issuer:
Director, Officer (Chief Financial Officer), 10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Deep Lake Capital Acquisition Corp. [DLCA]
   
Date of Event Requiring Statement:
January 12, 2021
   
Designated Filer:
Deep Lake Capital Sponsor LP

Signature:

By:
/s/ Michael J. Cyrus
  
 
Name: Michael J. Cyrus
   
Date:
January 12, 2021