0000899243-21-028886.txt : 20210719 0000899243-21-028886.hdr.sgml : 20210719 20210719204719 ACCESSION NUMBER: 0000899243-21-028886 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210715 FILED AS OF DATE: 20210719 DATE AS OF CHANGE: 20210719 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eclipse Ventures Fund I, L.P. CENTRAL INDEX KEY: 0001641394 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39516 FILM NUMBER: 211099208 BUSINESS ADDRESS: STREET 1: 501 SECOND STREET SUITE 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: (415) 366-8393 MAIL ADDRESS: STREET 1: 501 SECOND STREET SUITE 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 FORMER NAME: FORMER CONFORMED NAME: Formation8 Partners Hardware Fund I, L.P. DATE OF NAME CHANGE: 20150505 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eclipse Continuity GP I, LLC CENTRAL INDEX KEY: 0001675124 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39516 FILM NUMBER: 211099210 BUSINESS ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: (415) 692-1720 MAIL ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eclipse Ventures GP I, LLC CENTRAL INDEX KEY: 0001843678 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39516 FILM NUMBER: 211099209 BUSINESS ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650-720-4667 MAIL ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eclipse Continuity Fund I, L.P. CENTRAL INDEX KEY: 0001675126 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39516 FILM NUMBER: 211099207 BUSINESS ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: (415) 692-1720 MAIL ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Owlet, Inc. CENTRAL INDEX KEY: 0001816708 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1999 AVENUE OF THE STARS STREET 2: SUITE 2088 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 424-208-8488 MAIL ADDRESS: STREET 1: 1999 AVENUE OF THE STARS STREET 2: SUITE 2088 CITY: LOS ANGELES STATE: CA ZIP: 90067 FORMER COMPANY: FORMER CONFORMED NAME: Sandbridge Acquisition Corp DATE OF NAME CHANGE: 20200702 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-07-15 0 0001816708 Owlet, Inc. OWLT 0001675124 Eclipse Continuity GP I, LLC 514 HIGH STREET, SUITE 4 PALO ALTO CA 94301 0 0 1 0 0001843678 Eclipse Ventures GP I, LLC 514 HIGH STREET, SUITE 4 PALO ALTO CA 94301 0 0 1 0 0001641394 Eclipse Ventures Fund I, L.P. 514 HIGH STREET, SUITE 4 PALO ALTO CA 94301 0 0 1 0 0001675126 Eclipse Continuity Fund I, L.P. 514 HIGH STREET, SUITE 4 PALO ALTO CA 94301 0 0 1 0 Common Stock 13561716 I See footnote Common Stock 14930616 I See footnote On July 15, 2021, pursuant to that certain Business Combination Agreement, dated as of February 15, 2021, by and among the Issuer, Project Olympus Merger Sub, Inc. ("Merger Sub") and Owlet Baby Care Inc. ("Owlet Baby Care"), Merger Sub merged with and into Owlet Baby Care with Owlet Baby Care surviving as a wholly owned subsidiary of the Issuer (the "Merger"). Upon consummation of the Merger (the "Effective Time"), each issued and outstanding share of common stock of Owlet Baby Care was automatically cancelled and converted into approximately 2.053 (the "Exchange Ratio") shares of common stock of the Issuer. The shares of common stock are held of record by Eclipse Ventures Fund I, L.P. ("Eclipse I"). Eclipse Ventures GP I, LLC ("Eclipse I GP") is the general partner of Eclipse I and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Lior Susan, a member of the Issuer's board of directors, is the sole managing member of Eclipse I GP and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Eclipse I GP and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse I except to the extent of their respective pecuniary interests therein, if any. Mr. Susan is a director of the Issuer and, accordingly, files separate Section 16 reports. The shares of common stock are held of record by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity I"). Eclipse Continuity GP I, LLC ("Eclipse Continuity GP") is the general partner of Eclipse Continuity I and may be deemed to have voting and dispositive power over the shares held by Eclipse Continuity I. Mr. Susan, a member of the Issuer's board of directors, is the sole managing member of Eclipse Continuity GP and may be deemed to have voting and dispositive power over the shares held by Eclipse Continuity I. Eclipse Continuity GP and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse Continuity I except to the extent of their respective pecuniary interests therein, if any. Mr. Susan is a director of the Issuer and, accordingly, files separate Section 16 reports. Eclipse Continuity GP I, LLC /s/ Lior Susan, Managing Member 2021-07-19 Eclipse Continuity Fund I, L.P., By: Eclipse Continuity GP I, LLC, its General Partner, /s/ Lior Susan, Managing Member 2021-07-19 Eclipse Ventures GP I, LLC /s/ Lior Susan, Managing Member 2021-07-19 Eclipse Ventures Fund I, L.P.. By: Eclipse Ventures GP I, LLC, its General Partner /s/ Lior Susan, Managing Member 2021-07-19