0001094891-20-000177.txt : 20201210 0001094891-20-000177.hdr.sgml : 20201210 20201210165900 ACCESSION NUMBER: 0001094891-20-000177 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201210 FILED AS OF DATE: 20201210 DATE AS OF CHANGE: 20201210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: IBIS Capital Sponsor II LLC CENTRAL INDEX KEY: 0001826789 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39792 FILM NUMBER: 201381266 BUSINESS ADDRESS: STREET 1: C/O IBIS CAPITAL LIMITED STREET 2: 22 SOHO SQUARE CITY: LONDON STATE: X0 ZIP: W1D 4NS BUSINESS PHONE: 44 207 070 7080 MAIL ADDRESS: STREET 1: C/O IBIS CAPITAL LIMITED STREET 2: 22 SOHO SQUARE CITY: LONDON STATE: X0 ZIP: W1D 4NS REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: IBIS Capital Sponsor II EdtechX LLC CENTRAL INDEX KEY: 0001826787 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39792 FILM NUMBER: 201381267 BUSINESS ADDRESS: STREET 1: C/O IBIS CAPITAL LIMITED STREET 2: 22 SOHO SQUARE CITY: LONDON STATE: X0 ZIP: W1D 4NS BUSINESS PHONE: 44 207 070 7080 MAIL ADDRESS: STREET 1: C/O IBIS CAPITAL LIMITED STREET 2: 22 SOHO SQUARE CITY: LONDON STATE: X0 ZIP: W1D 4NS REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McIntyre Charles CENTRAL INDEX KEY: 0001754164 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39792 FILM NUMBER: 201381268 MAIL ADDRESS: STREET 1: C/O IBIS CAPITAL LIMITED STREET 2: 22 SOHO SQUARE CITY: LONDON STATE: X0 ZIP: W1D 4NS REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vedrenne-Cloquet Benjamin CENTRAL INDEX KEY: 0001754102 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39792 FILM NUMBER: 201381269 MAIL ADDRESS: STREET 1: C/O IBIS CAPITAL LIMITED STREET 2: 22 SOHO SQUARE CITY: LONDON STATE: X0 ZIP: W1D 4NS ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EdtechX Holdings Acquisition Corp. II CENTRAL INDEX KEY: 0001817153 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O IBIS CAPITAL LIMITED STREET 2: 22 SOHO SQUARE CITY: LONDON STATE: X0 ZIP: W1D 4NS BUSINESS PHONE: 44 207 070 7080 MAIL ADDRESS: STREET 1: C/O IBIS CAPITAL LIMITED STREET 2: 22 SOHO SQUARE CITY: LONDON STATE: X0 ZIP: W1D 4NS 3 1 edgar.xml PRIMARY DOCUMENT X0206 3 2020-12-10 0 0001817153 EdtechX Holdings Acquisition Corp. II EDTXU 0001754102 Vedrenne-Cloquet Benjamin C/O IBIS CAPITAL LIMITED 22 SOHO SQUARE LONDON X0 W1D 4NS UNITED KINGDOM 1 1 1 0 Chief Executive Officer 0001754164 McIntyre Charles C/O IBIS CAPITAL LIMITED 22 SOHO SQUARE LONDON X0 W1D 4NS UNITED KINGDOM 1 1 1 0 Chief Investment Officer 0001826787 IBIS Capital Sponsor II EdtechX LLC C/O IBIS CAPITAL LIMITED 22 SOHO SQUARE LONDON X0 W1D 4NS UNITED KINGDOM 0 0 1 0 0001826789 IBIS Capital Sponsor II LLC C/O IBIS CAPITAL LIMITED 22 SOHO SQUARE LONDON X0 W1D 4NS UNITED KINGDOM 0 0 1 0 Class B Common Stock Class A Common Stock 1861500 I By IBIS Capital Sponsor II LLC Class B Common Stock Class A Common Stock 973500 I By IBIS Capital Sponsor II EdtechX LLC Warrant 11.50 Class A Common Stock 4493250 I By IBIS Capital Sponsor II LLC Warrant 11.50 Class A Common Stock 486750 I By IBIS Capital Sponsor II EdtechX LLC The Class B Common Stock will automatically convert into Class A Common Stock at the time of the Issuer's initial business combination on a one-for-one basis, subejct to adjustment.The Class B Common Stock has no expiration date. Includes up to 375,000 shares of Class B Common Stock that may be forfeited if the underwriters in the Issuer's initial public offering do not exercise the overallotment option in full. These securities are owned directly by IBIS Capital Sponsor II LLC, a ten percent owner of the Issuer, and indirectly by its managing members, Benjamin Vedrenne-Cloquet, the Issuer's Chief Executive Officer and a director, and Charles McIntyre, the Issuer's Chief Investment Officer and a director. Each of Mr. Vedrenne-Cloquet and Mr. McIntyre disclaims beneficial ownership of the securities held by IBIS Capital Sponsor II LLC, except to the extent of his pecuniary interest therein. These securities are owned directly by IBIS Capital Sponsor II EdtechX LLC, a ten percent owner of the Issuer, and indirectly by its managing members, Benjamin Vedrenne-Cloquet, the Issuer's Chief Executive Officer and a director, and Charles McIntyre, the Issuer's Chief Investment Officer and a director. Each of Mr. Vedrenne-Cloquet and Mr. McIntyre disclaims beneficial ownership of the securities held by IBIS Capital Sponsor II EdtechX LLC, except to the extent of his pecuniary interest therein. Each Warrant will become exercisable on the later of 30 days after the completion of an initial business combination or twelve months from the closing of the Issuer's initial public offering. Each Warrant will expire five years after the completion of an initial business combination. Represents Warrants which, prior to the effective date of the registration statement relating to the Issuer's initial public offering, IBIS Capital Sponsor II LLC irrevocably committed to purchase. Does not include up to 25,000 additional Warrants which such entity irrevocably committed to purchase in the event the underwriters in the Issuer's initial public offering exercise the overallotment option in full. Represents Warrants which, prior to the effective date of the registration statement relating to the Issuer's initial public offering, IBIS Capital Sponsor II EdtechX LLC irrevocably committed to purchase. /s/Benjamin Vedrenne-Cloquet 2020-12-10 /s/ Charles McIntyre 2020-12-10 IBIS Capital Sponsor II LLC, by Benjamin Vedrenne-Cloquet, Managing Member 2020-12-10 IBIS Capital Sponsor II EdtechX LLC, by Benjamin Vedrenne-Cloquet, Managing Member 2020-12-10