0000899243-20-031652.txt : 20201119 0000899243-20-031652.hdr.sgml : 20201119 20201119163019 ACCESSION NUMBER: 0000899243-20-031652 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200706 FILED AS OF DATE: 20201119 DATE AS OF CHANGE: 20201119 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fortress Acquisition Sponsor LLC CENTRAL INDEX KEY: 0001801364 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39277 FILM NUMBER: 201329166 BUSINESS ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 212-798-6100 MAIL ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Principal Holdings I LP CENTRAL INDEX KEY: 0001427223 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39277 FILM NUMBER: 201329167 BUSINESS ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 212 798 6100 MAIL ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MP Materials Corp. / DE CENTRAL INDEX KEY: 0001801368 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 844465489 BUSINESS ADDRESS: STREET 1: 6720 VIA AUSTI PARKWAY STREET 2: SUITE 450 CITY: LAS VEGAS STATE: NV ZIP: 89119 BUSINESS PHONE: (702) 844-6111 MAIL ADDRESS: STREET 1: 6720 VIA AUSTI PARKWAY STREET 2: SUITE 450 CITY: LAS VEGAS STATE: NV ZIP: 89119 FORMER COMPANY: FORMER CONFORMED NAME: Fortress Value Acquisition Corp. DATE OF NAME CHANGE: 20200128 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-07-06 0 0001801368 MP Materials Corp. / DE FVAC 0001427223 Principal Holdings I LP 1345 AVENUE OF THE AMERICAS, 46TH FLOOR NEW YORK NY 10105 0 0 1 0 0001801364 Fortress Acquisition Sponsor LLC C/O 1345 AVENUE OF THE AMERICAS 46TH FLOOR NEW YORK NY 10105 0 0 1 0 Class F Common Stock, par value $0.0001 per share 2020-07-06 4 S 0 25000 0.0029 D Class A common stock, par value $0.0001 per share 25000 8575000 I See footnotes Pursuant to the Issuer's certificate of incorporation, each issued and outstanding share of Class F common stock of the Issuer has no expiration date and will automatically convert into one share of Class A common stock of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights. Sponsor sold 25,000 shares of Class F common stock for the aggregate consideration of $72.46. The member of Sponsor is Principal Holdings I LP, a Delaware limited partnership ("Holdings" and together with Sponsor, "the Reporting Persons"). Because of the relationship between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. 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. /s/ Alexander Gillette, Authorized Signatory, Principal Holdings I LP 2020-11-19 /s/ Alexander Gillette, Authorized Signatory, Fortress Acquisition Sponsor LLC 2020-11-19