0001104659-24-074884.txt : 20240625 0001104659-24-074884.hdr.sgml : 20240625 20240625214916 ACCESSION NUMBER: 0001104659-24-074884 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20240625 FILED AS OF DATE: 20240625 DATE AS OF CHANGE: 20240625 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Graf James A CENTRAL INDEX KEY: 0001519672 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42142 FILM NUMBER: 241070468 MAIL ADDRESS: STREET 1: 1450 2ND STREET STREET 2: SUITE 247 CITY: SANTA MONICA STATE: CA ZIP: 90401 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Graf Global Sponsor LLC CENTRAL INDEX KEY: 0002027349 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42142 FILM NUMBER: 241070469 BUSINESS ADDRESS: STREET 1: 1790 HUGHES LANDING BLVD. STREET 2: SUITE 400 CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 310- 745-8669 MAIL ADDRESS: STREET 1: 1790 HUGHES LANDING BLVD. STREET 2: SUITE 400 CITY: THE WOODLANDS STATE: TX ZIP: 77380 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Graf Global Corp. CENTRAL INDEX KEY: 0001897463 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1790 HUGHES LANDING BOULEVARD STREET 2: SUITE 400 CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 310-745-8669 MAIL ADDRESS: STREET 1: 1790 HUGHES LANDING BOULEVARD STREET 2: SUITE 400 CITY: THE WOODLANDS STATE: TX ZIP: 77380 3 1 tm2418136-2_3seq1.xml OWNERSHIP DOCUMENT X0206 3 2024-06-25 0 0001897463 Graf Global Corp. GRAF 0002027349 Graf Global Sponsor LLC C/O GRAF GLOBAL CORP. 1790 HUGHES LANDING BLVD., SUITE 400 THE WOODLANDS TX 77380 1 0 1 0 0001519672 Graf James A C/O GRAF GLOBAL CORP. 1790 HUGHES LANDING BLVD., SUITE 400 THE WOODLANDS TX 77380 1 1 1 0 (CEO and CFO) Class B Ordinary Shares Class A Ordinary Shares 5660000 D The Class B ordinary shares are convertible for the Issuer's Class A ordinary shares as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333-279889) (the "Registration Statement") and have no expiration date. The Class B ordinary shares beneficially owned by the Reporting Persons include up to 750,000 Class B ordinary shares subject to forfeiture to the Issuer depending on the extent to which the underwriters' over-allotment option is exercised in connection with the Issuer's initial public offering of units, as described in the Registration Statement. Graf Global Sponsor LLC is the record holder of the securities reported herein. James A. Graf is the sole managing member of Graf Global Sponsor LLC. Mr. Graf has voting and investment discretion with respect to the securities held of record by Graf Global Sponsor LLC. See Exhibit 99.1 - Joint Filer Information, which is incorporated herein by reference and describes in further detail the relationships of the Reporting Persons to the Issuer. See Exhibits 24.1 and 24.2 - Powers of Attorney. /s/ Biddy Fraga, Attorney-in-Fact for Graf Global Sponsor LLC 2024-06-25 /s/ Biddy Fraga, Attorney-in-Fact for James A. Graf 2024-06-25 EX-24.1 2 tm2418136d2_ex24-1.htm EXHIBIT 24.1

 

Exhibit 24.1

 

POWER OF ATTORNEY

 

The undersigned constitutes and appoints Elliott Smith, Sarah Ross, Jordan Leon and Biddy Fraga, or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

 

1.            prepare, sign, and submit to the Securities and Exchange Commission (the “SEC”) on its Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) Filer Management website a Form ID application, including any amendments and exhibits thereto, and any other related documents as may be necessary or appropriate, to obtain from the SEC access codes to permit filing on the SEC’s EDGAR system, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done as required by any rule or regulation of the SEC and the EDGAR Filer Manual as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof; and

 

2.            sign any and all SEC statements of beneficial ownership of securities of Graf Global Corp. (the “Company”) on Schedule 13D as required under Section 13 and Forms 3, 4 and 5 as required under Section 16(a) of the Securities Exchange Act of 1934, as amended, and any amendments thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the SEC, the Company and any stock exchange on which any of the Company’s securities are listed, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done under said Section 13 and Section 16(a), as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof.

 

A copy of this power of attorney shall be filed with the SEC.  The authorization set forth above shall continue in full force and effect until the undersigned revokes such authorization by written instructions to the attorneys-in-fact.

 

The authority granted hereby shall in no event be deemed to impose or create any duty on behalf of the attorneys-in-fact with respect to the undersigned’s obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5 with the SEC.

 

Dated: June 17, 2024    
  Graf Global Sponsor LLC
   
  By: /s/ James Graf
  Name: James Graf
  Title: Managing Member

 

 

 

 EX-24.2 3 tm2418136d2_ex24-2.htm EXHIBIT 24.2

 

Exhibit 24.2

 

POWER OF ATTORNEY

 

The undersigned constitutes and appoints Elliott Smith, Sarah Ross, Jordan Leon and Biddy Fraga, or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

 

1.            prepare, sign, and submit to the Securities and Exchange Commission (the “SEC”) on its Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) Filer Management website a Form ID application, including any amendments and exhibits thereto, and any other related documents as may be necessary or appropriate, to obtain from the SEC access codes to permit filing on the SEC’s EDGAR system, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done as required by any rule or regulation of the SEC and the EDGAR Filer Manual as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof; and

 

2.            sign any and all SEC statements of beneficial ownership of securities of Graf Global Corp. (the “Company”) on Schedule 13D as required under Section 13 and Forms 3, 4 and 5 as required under Section 16(a) of the Securities Exchange Act of 1934, as amended, and any amendments thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the SEC, the Company and any stock exchange on which any of the Company’s securities are listed, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done under said Section 13 and Section 16(a), as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof.

 

A copy of this power of attorney shall be filed with the SEC.  The authorization set forth above shall continue in full force and effect until the undersigned revokes such authorization by written instructions to the attorneys-in-fact.

 

The authority granted hereby shall in no event be deemed to impose or create any duty on behalf of the attorneys-in-fact with respect to the undersigned’s obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5 with the SEC.

 

Dated: June 17, 2024    
     
  By: /s/ James A. Graf
  Name: James A. Graf

 

 

 

 EX-99.1 4 tm2418136d2_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

Joint Filer Information
     
Name of Joint Filer:   Graf Global Sponsor LLC
     
Address of Joint Filer:   c/o Graf Global Corp.
1790 Hughes Landing Blvd., Suite 400
The Woodlands, Texas 77380
     
Relationship of Joint Filer to Issuer:   10% Owner, Director
     
Issuer Name and Ticker or Trading Symbol:   Graf Global Corp. [GRAF]
     
Date of Event Requiring Statement:    
 (Month/Day/Year):   06/25/2024
   
Name of Joint Filer:   James A. Graf
     
Address of Joint Filer:   c/o Graf Global Corp.
1790 Hughes Landing Blvd., Suite 400
The Woodlands, Texas 77380
     
Relationship of Joint Filer to Issuer:   10% Owner, Director, Officer
     
Issuer Name and Ticker or Trading Symbol:   Graf Global Corp. [GRAF]
     
Date of Event Requiring Statement:  
  (Month/Day/Year):   06/25/2024