0001213900-20-039155.txt : 20201124
0001213900-20-039155.hdr.sgml : 20201124
20201124203624
ACCESSION NUMBER: 0001213900-20-039155
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201120
FILED AS OF DATE: 20201124
DATE AS OF CHANGE: 20201124
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legacy Acquisition Sponsor I LLC
CENTRAL INDEX KEY: 0001722496
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38296
FILM NUMBER: 201346560
BUSINESS ADDRESS:
STREET 1: 1308 RACE STREET, SUITE 200
CITY: CINCINNATI
STATE: OH
ZIP: 45202
BUSINESS PHONE: 5136187161
MAIL ADDRESS:
STREET 1: 1308 RACE STREET, SUITE 200
CITY: CINCINNATI
STATE: OH
ZIP: 45202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PARTS iD, Inc.
CENTRAL INDEX KEY: 0001698113
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311]
IRS NUMBER: 813674868
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1308 RACE STREET, SUITE 200
CITY: CINCINNATI
STATE: OH
ZIP: 45202
BUSINESS PHONE: 513-618-7161
MAIL ADDRESS:
STREET 1: 1308 RACE STREET, SUITE 200
CITY: CINCINNATI
STATE: OH
ZIP: 45202
FORMER COMPANY:
FORMER CONFORMED NAME: Legacy Acquisition Corp.
DATE OF NAME CHANGE: 20170214
4
1
ownership.xml
OWNERSHIP DOCUMENT
X0306
4
2020-11-20
0
0001698113
PARTS iD, Inc.
ID
0001722496
Legacy Acquisition Sponsor I LLC
1308 RACE STREET, SUITE 200
CINCINNATI
OH
45202
0
0
1
0
Class A common stock
2020-11-20
4
M
0
4180526
A
4180526
D
Class A common stock
2020-11-20
4
J
0
1100000
D
3080526
D
Class A common stock
2020-11-20
4
M
0
100347
A
3180873
D
Class F common stock
2020-11-20
4
D
0
3069474
D
Class A common stock
3609474
4180526
D
Private Placement Warrants
2020-11-20
4
D
0
16276252
D
Private Placement Warrants
16276252
0
D
As described in the issuer's registration statement on Form S-1 (File No. 333-221116) under the heading "Description of Securities--Founder Shares", the shares of Class F common stock will automatically convert into shares of Class A common stock at the time of the issuer's initial business combination, on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights.
(Continued from Footnote 1) On November 20, 2020, the issuer consummated its initial business combination (the "Business Combination") with Onyx Enterprises Int'l, Corp., a New Jersey corporation ("Onyx"). In connection with the Business Combination, each share of Class F common stock converted into shares of Class A common stock.
In connection with the Business Combination, issuer and Legacy Acquisition Sponsor I LLC, a Delaware limited liability company (the "Sponsor") entered into the Amended and Restated Sponsor Support Agreement, dated November 20, 2020 (the "Sponsor Support Agreement"), pursuant to which 1,100,000 shares of Class F common stock retained by Sponsor at the closing of the Business Combination were retained in consideration of the Sponsor's contribution to issuer of that certain direction notice provided by OEC to the Sponsor, which direction notice was paid to OEC.
In connection with the Business Combination and pursuant to the Sponsor Support Agreement, Legacy Acquisition Sponsor I LLC transferred the shares to the issuer as partial consideration to Onyx for engaging in the Business Combination.
As described in the issuer's registration statement on Form S-1 (File No. 333-221116) under the heading "Description of Securities--Redeemable Warrants", the warrant entitles the registered holder to purchase one-half of one share of Class A common stock at a price of $5.75 per half share, subject to adjustment as discussed therein, at any time commencing on the later of 12 months from the closing of the IPO or 30 days after the completion of an initial business combination.
Pursuant to the Sponsor Support Agreement, and as partial consideration for Onyx's engagement in the Business Combination, the Sponsor agreed to forfeit 14,587,770 private placement warrants held of record and beneficially owned by it at the closing of the Business Combination. Additionally, in accordance with the terms of the Sponsor's limited liability company agreement, the Sponsor cancelled 1,688,482 private placement warrants.
In connection with the Business Combination, the issuer amended (the "Warrant Amendments") that certain Warrant Agreement between the issuer and Continental Stock Transfer & Trust Company, dated as of November 16, 2017 (as amended from time to time, the "Warrant Agreement"), pursuant to which each outstanding public warrant and 1,223,748 private placement warrants which were issued to the Sponsor, were converted into the right to receive $0.18 in cash and 0.082 of a share of Class A common stock. The Sponsor received the 100,347 shares of Class A common stock in exchange and cancellation of the outstanding 1,223,748 private placement warrants it held following the forfeitures described in Footnote 6
/s/ Edwin J. Rigaud, Managing Member
2020-11-24