0001140361-22-013628.txt : 20220407 0001140361-22-013628.hdr.sgml : 20220407 20220407171611 ACCESSION NUMBER: 0001140361-22-013628 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20211124 FILED AS OF DATE: 20220407 DATE AS OF CHANGE: 20220407 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Magnetar Financial LLC CENTRAL INDEX KEY: 0001352851 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39140 FILM NUMBER: 22814655 BUSINESS ADDRESS: STREET 1: 1603 ORRINGTON AVE. STREET 2: 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 BUSINESS PHONE: (847)905-4400 MAIL ADDRESS: STREET 1: 1603 ORRINGTON AVE. STREET 2: 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Magnetar Capital Partners LP CENTRAL INDEX KEY: 0001353085 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39140 FILM NUMBER: 22814654 BUSINESS ADDRESS: STREET 1: 1603 ORRINGTON AVE. STREET 2: 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 BUSINESS PHONE: (847)905-4400 MAIL ADDRESS: STREET 1: 1603 ORRINGTON AVE. STREET 2: 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 FORMER NAME: FORMER CONFORMED NAME: Magnetar Capital Partners LLC DATE OF NAME CHANGE: 20060213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Supernova Management LLC CENTRAL INDEX KEY: 0001368026 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39140 FILM NUMBER: 22814652 BUSINESS ADDRESS: STREET 1: 1603 ORRINGTON AVENUE, 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 BUSINESS PHONE: (847) 905-4400 MAIL ADDRESS: STREET 1: 1603 ORRINGTON AVENUE, 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Litowitz Alec N CENTRAL INDEX KEY: 0001368027 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39140 FILM NUMBER: 22814651 MAIL ADDRESS: STREET 1: C/O MAGNETAR FINANCIAL LLC STREET 2: 1603 ORRINGTON AVENUE, 13TH FLOOR CITY: EVANSTON STATE: IL ZIP: 60201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHP Merger Corp. CENTRAL INDEX KEY: 0001785041 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 842590924 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O CHP MERGER CORP. STREET 2: 25 DEFOREST AVENUE, SUITE 108 CITY: SUMMIT STATE: NJ ZIP: 07901 BUSINESS PHONE: 212-508-7090 MAIL ADDRESS: STREET 1: C/O CHP MERGER CORP. STREET 2: 25 DEFOREST AVENUE, SUITE 108 CITY: SUMMIT STATE: NJ ZIP: 07901 3 1 form3.xml FORM 3 X0206 3 2021-11-24 0 0001785041 CHP Merger Corp. CHPM 0001352851 Magnetar Financial LLC 1603 ORRINGTON AVENUE, 13TH FLOOR EVANSTON IL 60201 true 0001353085 Magnetar Capital Partners LP 1603 ORRINGTON AVENUE, 13TH FLOOR EVANSTON IL 60201 true 0001368026 Supernova Management LLC 1603 ORRINGTON AVENUE, 13TH FLOOR EVANSTON IL 60201 true 0001368027 Litowitz Alec N 1603 ORRINGTON AVENUE, 13TH FLOOR EVANSTON IL 60201 true Common Stock 696898 I See Footnotes Common Stock 741454 I See Footnotes Common Stock 54102 I See Footnotes Common Stock 388822 I See Footnotes Common Stock 307714 I See Footnotes Common Stock 153194 I See Footnotes Magnetar Financial LLC ("Magnetar Financial") serves as investment manager of each of Magnetar Constellation Fund II Ltd, Magnetar Constellation Master Fund, Ltd, Magnetar Systematic Multi-Strategy Master Fund Ltd, Magnetar Xing He Master Fund Ltd, and Magnetar SC Fund Ltd, all of which are Cayman Islands exempted companies, and Magnetar Structured Credit Fund, LP, which is a Delaware limited partnership (collectively, the "Magnetar Funds"). Magnetar Capital Partners LP ("Magnetar Capital Partners"), a Delaware limited partnership, is the sole member and parent holding company of Magnetar Financial. Supernova Management LLC ("Supernova Management"), a Delaware limited liability company, is the general partner of Magnetar Capital Partners. The manager of Supernova Management is Alec N. Litowitz, a citizen of the United States of America. Each of the Magnetar Funds, Magnetar Financial, Magnetar Capital Partners, Supernova Management and Alec N. Litowitz disclaims beneficial ownership of these shares of the Issuer's Common Stock. These securities are held directly by Magnetar Constellation Fund II Ltd. These securities are held directly by Magnetar Constellation Master Fund, Ltd. These securities are held directly by Magnetar Systematic Multi-Strategy Master Fund Ltd. These securities are held directly by Magnetar Structured Credit Fund LP. These securities are held directly by Magnetar Xing He Master Fund Ltd. These securities are held directly by Magnetar SC Fund Ltd. This Form 3 is being filed to solely due to the redemption of 11,388,997 shares of the Company's Class A common stock on November 24, 2021, by Company stockholders other than the Reporting Persons, after which the Reporting Persons' aggregate beneficial ownership was above 10%. The Reporting Persons have not acquired and have not sold shares of the Company's Class A common stock since being pushed over 10% due to the redemptions on November 24, 2021. Exhibit 99.1 - Joint Filing Agreement /s/ Alec N. Litowitz, as Manager of Supernova Management LLC, which is the General Partner of Magnetar Capital Partners LP, which is in turn the Sole Member of Magnetar Financial LLC 2022-04-07 /s/ Alec N. Litowitz, as Manager of Supernova Management LLC, which is the General Partner of Magnetar Capital Partners LP 2022-04-07 /s/ Alec N. Litowitz, as Manager of Supernova Management LLC 2022-04-07 /s/ Alec N. Litowitz 2022-04-07 EX-99.1 2 brhc10036228_ex99-1.htm EXHIBIT 99.1
Exhibit 99.1

JOINT FILING AGREEMENT

Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto. This agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party.

IN WITNESS WHEREOF, each party hereto, being duly authorized, has caused this agreement to be executed and effective as of the date set forth below.

Dated: April 7, 2022

 
MAGNETAR FINANCIAL LLC
     
 
By: Magnetar Capital Partners LP,
 
its Sole Member
     
 
By:
/s/ Alec N. Litowitz
   
Name:
Alec N. Litowitz
   
Title:
Manager of Supernova Management LLC, the General Partner of Magnetar Capital Partners LP
     
 
MAGNETAR CAPITAL PARTNERS LP
     
 
By:
/s/ Alec N. Litowitz
   
Name:
Alec N. Litowitz
   
Title:
Manager of Supernova Management LLC, the General Partner of Magnetar Capital Partners LP
     
 
SUPERNOVA MANAGEMENT LLC
     
 
By:
/s/ Alec N. Litowitz
   
Name:
Alec N. Litowitz
   
Title:
Manager
     
 
/s/ Alec N. Litowitz
   
Alec N. Litowitz