0000950103-22-015147.txt : 20220901
0000950103-22-015147.hdr.sgml : 20220901
20220901183550
ACCESSION NUMBER: 0000950103-22-015147
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220830
FILED AS OF DATE: 20220901
DATE AS OF CHANGE: 20220901
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Corvina Holdings LTD
CENTRAL INDEX KEY: 0001368872
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40263
FILM NUMBER: 221222717
BUSINESS ADDRESS:
STREET 1: LA MOTTE CHAMBERS
CITY: ST HELIER
STATE: X0
ZIP: JE1 1BJ
BUSINESS PHONE: 441534602000
MAIL ADDRESS:
STREET 1: LA MOTTE CHAMBERS
CITY: ST HELIER
STATE: X0
ZIP: JE1 1BJ
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Branson Sir Richard
CENTRAL INDEX KEY: 0001368963
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40263
FILM NUMBER: 221222714
MAIL ADDRESS:
STREET 1: RICHARD'S HOUSE, THE VALLEY
STREET 2: VIRGIN GORDA
CITY: NECKER ISLAND
STATE: D8
ZIP: POBOX 1091
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Virgin Group Acquisition Sponsor II LLC
CENTRAL INDEX KEY: 0001846226
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40263
FILM NUMBER: 221222718
BUSINESS ADDRESS:
STREET 1: PO BOX 309, UGLAND HOUSE
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: (212) 497-9050
MAIL ADDRESS:
STREET 1: PO BOX 309, UGLAND HOUSE
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: VIECO INVESTMENTS LTD
CENTRAL INDEX KEY: 0001734533
STATE OF INCORPORATION: D8
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40263
FILM NUMBER: 221222715
BUSINESS ADDRESS:
STREET 1: CRAIGMUIR CHAMBERS
STREET 2: ROAD TOWN
CITY: TORTOLA
STATE: D8
ZIP: VG1110
BUSINESS PHONE: 1 284 494 2233
MAIL ADDRESS:
STREET 1: CRAIGMUIR CHAMBERS
STREET 2: ROAD TOWN
CITY: TORTOLA
STATE: D8
ZIP: VG1110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Virgin Group Holdings LTD
CENTRAL INDEX KEY: 0001402303
STATE OF INCORPORATION: D8
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40263
FILM NUMBER: 221222716
BUSINESS ADDRESS:
STREET 1: LA MOTTE CHAMBERS
CITY: ST HELIER, JERSEY
STATE: X0
ZIP: JE1 1BJ
BUSINESS PHONE: #44 1534 602000
MAIL ADDRESS:
STREET 1: LA MOTTE CHAMBERS
CITY: ST HELIER, JERSEY
STATE: X0
ZIP: JE1 1BJ
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Grove Collaborative Holdings, Inc.
CENTRAL INDEX KEY: 0001841761
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961]
IRS NUMBER: 882840659
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1301 SANSOME STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
BUSINESS PHONE: (800) 231-8527
MAIL ADDRESS:
STREET 1: 1301 SANSOME STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
FORMER COMPANY:
FORMER CONFORMED NAME: Virgin Group Acquisition Corp. II
DATE OF NAME CHANGE: 20210122
4
1
dp179805_4-vgac2llc.xml
FORM 4
X0306
4
2022-08-30
1
0001841761
Grove Collaborative Holdings, Inc.
GROV
0001846226
Virgin Group Acquisition Sponsor II LLC
C/O VIRGIN GROUP ACQUISITION CORP. II
65 BLEECKER STREET, 6TH FLOOR
NEW YORK
NY
10012
0
0
1
0
0001368872
Corvina Holdings LTD
CRAIGMUIR CHAMBERS
ROAD TOWN
TORTOLA
D8
VG1110
VIRGIN ISLANDS, BRITISH
0
0
1
0
0001402303
Virgin Group Holdings LTD
CRAIGMUIR CHAMBERS
ROAD TOWN
TORTOLA
D8
VG1110
VIRGIN ISLANDS, BRITISH
0
0
1
0
0001734533
VIECO INVESTMENTS LTD
CRAIGMUIR CHAMBERS
ROAD TOWN
TORTOLA
D8
VG1110
VIRGIN ISLANDS, BRITISH
0
0
1
0
0001368963
Branson Sir Richard
BRANSON VILLA
NECKER BEACH ESTATE
NECKER ISLAND
D8
VG1150
VIRGIN ISLANDS, BRITISH
0
0
1
0
Class A Common Stock
2022-08-30
4
P
0
3275182
0
A
22669206
D
On August 30, 2022, pursuant to the subscription agreement by and between Corvina Holdings Limited ("Corvina") and Grove Collaborative, Inc., a Delaware public benefit corporation ("Old Grove") dated March 31, 2022 ("Backstop Subscription Agreement"), the Issuer issued to Corvina 3,275,182 shares of the Issuer's Class A common stock, par value $0.0001 (the "Common Stock"). The Backstop Subscription Agreement provided, should the volume weighted average price of the Common Stock be less than $10.00 per share during the 10 trading days commencing on the first trading day after the Issuer's first quarterly earnings call for a fiscal quarter that ends following the closing of the business combination (the "Measurement Period VWAP"), that Corvina would be entitled to receive a number of shares of Common Stock equal to the lesser of (i) the product of (x) the sum of
(1) the shares of Class B common stock of the Issuer issued to Corvina at the closing of the business combination pursuant to the Agreement and Plan of Merger (dated December 7, 2021, as amended and restated on March 31, 2022) as consideration for the shares of Old Grove common stock received by Corvina under the Backstop Subscription Agreement and (2) the shares of Old Grove common stock Corvina agreed to subscribe for and purchase under the Backstop Subscription Agreement (collectively, the "Post-Combination Backstop Shares") multiplied by (y) a fraction, (A) the numerator of which is $10.00 (as adjusted for any stock split, reverse stock split or similar adjustment following the closing of the business combination) minus the Measurement Period VWAP and (B) the denominator of which is the Measurement Period VWAP and (ii) the number of Post-Combination Backstop Shares outstanding as of immediately following the closing of the business combination.
VG Acquisition Sponsor II LLC, By: James Cahillane, as attorney-in-fact
2022-09-01
Corvina Holdings Limited, By: Harold Brunink, as attorney-in-fact
2022-09-01
Virgin Group Holdings Limited, By: Harold Brunink, as attorney-in-fact
2022-09-01
Vieco Investments Ltd. By: Harold Brunink, as attorney-in-fact
2022-09-01
Sir Richard Branson, By: Harold Brunink, as attorney-in-fact
2022-09-01