0001213900-20-044203.txt : 20201223
0001213900-20-044203.hdr.sgml : 20201223
20201223074541
ACCESSION NUMBER: 0001213900-20-044203
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201216
FILED AS OF DATE: 20201223
DATE AS OF CHANGE: 20201223
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sternberg Ophir
CENTRAL INDEX KEY: 0001793414
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38417
FILM NUMBER: 201409790
MAIL ADDRESS:
STREET 1: C/O OPES ACQUISITION CORP.
STREET 2: JAVIER BARROS SIERRA 540, OF. 103
CITY: MEXICO CITY
STATE: O5
ZIP: 01210
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BurgerFi International, Inc.
CENTRAL INDEX KEY: 0001723580
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812]
IRS NUMBER: 822418815
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4218 NE 2ND AVENUE
STREET 2: 2ND FLOOR
CITY: MIAMI
STATE: FL
ZIP: 33137
BUSINESS PHONE: (305) 573-3900
MAIL ADDRESS:
STREET 1: 4218 NE 2ND AVENUE
STREET 2: 2ND FLOOR
CITY: MIAMI
STATE: FL
ZIP: 33137
FORMER COMPANY:
FORMER CONFORMED NAME: Opes Acquisition Corp.
DATE OF NAME CHANGE: 20171122
4
1
ownership.xml
X0306
4
2020-12-16
0
0001723580
BurgerFi International, Inc.
BFI
0001793414
Sternberg Ophir
4218 NE 2ND AVENUE
MIAMI
FL
33137
1
1
1
0
Executive Chairman
Common Stock, par value $0.0001 per share underlying Units
2020-12-16
4
P
0
1000000
10.00
A
1000000
I
Lionheart Equities, LLC See foonote
Common Stock, par value $0.0001 per share
2020-12-16
4
J
0
1000000
0
D
0
I
Lionheart Equities, LLC See foonote
Common Stock, par value $0.0001 per share
2020-12-16
4
J
0
265659
0
D
1319341
I
LH Equities, LLC See foonote
Common Stock, par value $0.0001 per share underlying Units
2020-12-16
4
J
0
150000
0
A
150000
I
Lionheart Equities, LLC See footnote
Warrant underlying Units
11.5
2020-12-16
4
P
0
1000000
A
2021-01-16
2025-12-16
Common Stock
1000000
1000000
I
Lionheart Equities, LLC See foonote
Warrant underlying Units
11.5
2020-12-16
4
J
0
150000
A
2021-01-16
2025-12-16
Common Stock
150000
150000
I
Lionheart Equities, LLC See footnote
Pursuant to the terms of the Amended and Restated Forward Purchase Contract, dated December 16, 2020, between the Lionheart Equities, LLC ("Lionheart") and the Issuer, Lionheart purchased 1,000,000 forward purchase units (the "Units") at $10.00 per unit, in a private placement, for an aggregate purchase price of $10,000,000, in connection with the consummation of the business combination between Opes Acquisition Corp. ("OPES") and BurgerFi International, LLC. Each Unit consists of one share of Common Stock, par value $0.0001 per share (the "Shares") and one warrant exercisable to purchase one share of Common Stock at an exercise price of $11.50 per share (the "Warrants"). Mr. Sternberg, as manager of Lionheart has sole voting and dispositive control over the Shares and Warrants.
Reflects the distribution of the Shares to Lionheart's investors who funded the purchase of the Units from the Issuer. No consideration was paid for the distribution.
In connection with the consummation of the Business Combination, LH Equities, LLC ("LH Equities") transferred (i) 48,000 Founders' Shares (collectively) to David Brain, James Anderson, Martha (Stormy) L. Byorum and Allison Greenfield (members of the pre-Closing OPES Board of Directors), (ii) 20,000 Founders' Shares to EarlyBirdCapital, LLC; and (iii) 197,659 Founders' Shares to Strongback Holdings Limited. No consideration was received for the transfer.
Represents shares beneficially owned by LH Equities. Lionheart is the majority holder of the interests in LH Equities. Mr. Sternberg, as manager of Lionheart has sole voting control over the shares and shares dispositive control over the shares with the Domus Family Limited Liability Partnership, which owns interests in LH Equities, LLC. The business address for LH Equities, LLC is c/o Lionheart Equities, LLC, 4218 NE 2nd Avenue, Miami, FL 33137. The business address for Lionheart Equities is 4218 NE 2nd Avenue, Miami, FL 33137.
Represents shares and warrants, as applicable, underlying units that were issued to Lionheart upon conversion of $1,500,000 in working capital loans provided by Lionheart to OPES prior to the business combination with BurgerFi International, LLC. The principal amount of the loan was convertible into units at a conversion price of $10.00 per unit upon the consummation of the business combination.
/s/ Ophir Sternberg
2020-12-23