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