0001140361-17-028126.txt : 20170718 0001140361-17-028126.hdr.sgml : 20170718 20170718173144 ACCESSION NUMBER: 0001140361-17-028126 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20170718 FILED AS OF DATE: 20170718 DATE AS OF CHANGE: 20170718 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SPERLING SCOTT M CENTRAL INDEX KEY: 0001214212 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38153 FILM NUMBER: 17970212 MAIL ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WELDON KENT R CENTRAL INDEX KEY: 0001214214 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38153 FILM NUMBER: 17970211 MAIL ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FS Sponsor LLC CENTRAL INDEX KEY: 0001701842 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38153 FILM NUMBER: 17970213 BUSINESS ADDRESS: STREET 1: C/O THOMAS H LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-227-1050 MAIL ADDRESS: STREET 1: C/O THOMAS H LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Federal Street Acquisition Corp. CENTRAL INDEX KEY: 0001701821 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O THOMAS H LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-227-1050 MAIL ADDRESS: STREET 1: C/O THOMAS H LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 3 1 form3.xml FORM 3 X0206 3 2017-07-18 0 0001701821 Federal Street Acquisition Corp. FSAC 0001701842 FS Sponsor LLC C/O FEDERAL STREET ACQUISITION CORP. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 true 0001214212 SPERLING SCOTT M C/O FEDERAL STREET ACQUISITION CORP. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 true true true Executive Chairman 0001214214 WELDON KENT R C/O FEDERAL STREET ACQUISITION CORP. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 true true true Vice Chairman Class F Common Stock, par value $0.0001 per share Class A Common Stock, par value $0.0001 per share 11400000 D FS Sponsor LLC ("Sponsor") directly owns 11,400,000 shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer, including 1,500,000 Class F 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. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, such Class F Shares have no expiration date and (i) are convertible into shares of Class A common stock, par value $0.0001 per share ("Class A Shares"), of the Issuer at any time at the option of the holder on a one-for-one basis and (ii) will automatically convert into Class A Shares at the time of the Issuer's initial business combination on a one-for-one basis, in each case, subject to adjustment. Mr. Sperling and Mr. Weldon are members of the Sponsor's management committee. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under 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. See Exhibit 24.1 - Power of Attorney, incorporated herein by reference. Exhibit 99.1 Joint Filer Information, incorporated herein by reference. /s/ Charles P. Holden, Attorney-in-Fact for FS Sponsor LLC 2017-07-18 /s/ Charles P. Holden, Attorney-in-Fact for Scott Sperling 2017-07-18 /s/ Charles P. Holden, Attorney-in-Fact for Kent Weldon 2017-07-18 EX-24.1 2 ex24_1.htm EXHIBIT 24.1
Exhibit 24.1
 
POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints Shari H. Wolkon and Charles P. Holden of Federal Street Acquisition Corp. (the “Company”) or any of them signing singly, and 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 each 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 attorneys-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 attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 18th day of July, 2017.

 
/s/ Scott M. Sperling
 
Name: Scott M. Sperling
 
Title: Executive Chairman

 
/s/ Kent R. Weldon
 
Name: Kent R. Weldon
 
Title: Vice Chairman
   
 
FS SPONSOR LLC
  /s/ Charles P. Holden
  Name: Charles P. Holden
  Title: Chief Financial Officer
 

 EX-99.1 3 ex99_1.htm EXHIBIT 99.1
Exhibit  99.1


Joint Filer Information


Name of Joint Filer:
FS Sponsor LLC
   
Address of Joint Filer:
c/o Federal Street Acquisition Corp.
 
100 Federal Street, 35th Floor
Boston, MA 02110
  
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
Federal Street Acquisition Corp. [FSAC]
Date of Event Requiring Statement:
  
(Month/Day/Year):
07/18/2017
   
Designated Filer:
FS Sponsor LLC
   
   
Name of Joint Filer:
Scott M. Sperling
   
Address of Joint Filer:
c/o Federal Street Acquisition Corp.
 
100 Federal Street, 35th Floor
Boston, MA 02110
  
   
Relationship of Joint Filer to Issuer:
10% Owner; Director; Officer (Executive Chairman)
   
Issuer Name and Ticker or Trading Symbol:
Federal Street Acquisition Corp. [FSAC]
   
Date of Event Requiring Statement:
  
(Month/Day/Year):
07/18/2017
   
Designated Filer:
FS Sponsor LLC
   
   
Name of Joint Filer:
Kent R. Weldon
   
Address of Joint Filer:
c/o Federal Street Acquisition Corp.
 
100 Federal Street, 35th Floor
Boston, MA 02110
  
   
Relationship of Joint Filer to Issuer:
10% Owner; Director; Officer (Vice Chairman)
   
Issuer Name and Ticker or Trading Symbol:
Federal Street Acquisition Corp. [FSAC]
   
Date of Event Requiring Statement:
  
(Month/Day/Year):
07/18/2017
   
Designated Filer:
FS Sponsor LLC