0000950142-19-001374.txt : 20190619 0000950142-19-001374.hdr.sgml : 20190619 20190619200013 ACCESSION NUMBER: 0000950142-19-001374 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20190619 FILED AS OF DATE: 20190619 DATE AS OF CHANGE: 20190619 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: South Mountain LLC CENTRAL INDEX KEY: 0001779869 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38947 FILM NUMBER: 19907245 BUSINESS ADDRESS: STREET 1: 767 FIFTH AVENUE, 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 646-446-2700 MAIL ADDRESS: STREET 1: 767 FIFTH AVENUE, 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Harbour Reach Holdings LLC CENTRAL INDEX KEY: 0001779872 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38947 FILM NUMBER: 19907246 BUSINESS ADDRESS: STREET 1: C/O SOUTH MOUNTAIN LLC STREET 2: 767 FIFTH AVENUE, 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 646-446-2700 MAIL ADDRESS: STREET 1: C/O SOUTH MOUNTAIN LLC STREET 2: 767 FIFTH AVENUE, 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Netherton Investments Ltd CENTRAL INDEX KEY: 0001779863 STATE OF INCORPORATION: Y7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38947 FILM NUMBER: 19907247 BUSINESS ADDRESS: STREET 1: MARTELLO COURT, ADMIRAL PARK CITY: ST PETER PORT STATE: Y7 ZIP: GY1 3HB BUSINESS PHONE: 212-451-2500 MAIL ADDRESS: STREET 1: MARTELLO COURT, ADMIRAL PARK CITY: ST PETER PORT STATE: Y7 ZIP: GY1 3HB REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Netherton Holdings Ltd CENTRAL INDEX KEY: 0001779862 STATE OF INCORPORATION: Y7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38947 FILM NUMBER: 19907248 BUSINESS ADDRESS: STREET 1: MARTELLO COURT, ADMIRAL PARK CITY: ST PETER PORT STATE: Y7 ZIP: GY1 3HB BUSINESS PHONE: 212-451-2500 MAIL ADDRESS: STREET 1: MARTELLO COURT, ADMIRAL PARK CITY: ST PETER PORT STATE: Y7 ZIP: GY1 3HB REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Platt Michael Edward CENTRAL INDEX KEY: 0001780001 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38947 FILM NUMBER: 19907249 MAIL ADDRESS: STREET 1: C/O BLUECREST CAPITAL MANAGEMENT STREET 2: G FL, HARBOUR REACH, LA RUE DE CARTERET CITY: ST HELIER STATE: Y9 ZIP: JE2 4HR ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: South Mountain Merger Corp. CENTRAL INDEX KEY: 0001774155 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 833780685 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 767 FIFTH AVENUE, 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: (610) 592-7228 MAIL ADDRESS: STREET 1: 767 FIFTH AVENUE, 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 3 1 ownership.xml OWNERSHIP DOCUMENT X0206 3 2019-06-19 0 0001774155 South Mountain Merger Corp. SMMC 0001779869 South Mountain LLC 767 FIFTH AVENUE, 9TH FLOOR NEW YORK NY 10153 0 0 1 0 0001779872 Harbour Reach Holdings LLC C/O SOUTH MOUNTAIN MERGER CORP. 767 FIFTH AVENUE, 9TH FLOOR NEW YORK NY 10153 0 0 1 0 0001779863 Netherton Investments Ltd C/O SOUTH MOUNTAIN MERGER CORP. 767 FIFTH AVENUE, 9TH FLOOR NEW YORK NY 10153 0 0 1 0 0001779862 Netherton Holdings Ltd C/O SOUTH MOUNTAIN MERGER CORP. 767 FIFTH AVENUE, 9TH FLOOR NEW YORK NY 10153 0 0 1 0 0001780001 Platt Michael Edward C/O SOUTH MOUNTAIN MERGER CORP. 767 FIFTH AVENUE, 9TH FLOOR NEW YORK NY 10153 0 0 1 0 Class B common stock, par value $0.0001 per share Class A common stock, par value $0.0001 per share 5750000 I See footnotes South Mountain LLC directly owns 5,750,000 shares of Class B common stock, par value $0.0001 per share (the "Class B Shares"), of South Mountain Merger Corp. (the "Issuer"), including 750,000 Class B Shares that are subject to forfeiture if the underwriters of the Issuer's initial public offering do not exercise in full an option granted to it to cover over-allotments. Pursuant to the Issuer's Amended and Restated Certificate of Incorporation, the Class B Shares will automatically convert into shares of Class A common stock of the Issuer at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment as described under the heading of "Description of Securities - Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-231881). The Class B Shares have no expiration date. South Mountain LLC is the sponsor entity of the Issuer (the "Sponsor"). The managing member of the Sponsor is Harbour Reach Holdings LLC ("Harbour Reach"), whose managing member is Netherton Investments Limited ("NIL"), whose sole shareholder is Netherton Holdings Limited ("NHL"), whose sole shareholder is Mr. Michael Platt ("Platt" and, together with Sponsor, Harbour Reach, NIL and and NHL, the "Reporting Persons"). Exhibit 24.1 - Power of Attorney for Michael E. Platt See Signatures included in Exhibit 99.1 2019-06-19 EX-24.1 2 es1900828_3-ex2401.htm EXHIBIT 24.1
EXHIBIT 24.1
Power of Attorney
Know all by these presents, that the undersigned hereby constitutes and appoints each of the following:
(i)                 Robert Heaselgrave
(ii)               Steven Pariente
acting singly, the undersigned’s true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned, in the undersigned’s capacity as a holder of 10% or more of the registered class of securities of South Mountain Merger Corp. (the “Company”), all documents relating to the reporting of beneficial ownership of securities required to be filed with the United States Securities and Exchange Commission (the “SEC”) pursuant to Section 13 or Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules thereunder, including, without limitation, Schedules 13D and 13G and Forms 3, 4 and 5 and any and all amendments or successive forms thereto;
(2) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such documents, complete and execute any amendment or amendments thereto, and timely file such schedule, forms or amendments with the SEC and any stock exchange or similar authority; and
(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 13 and Section 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file such documents with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 19th day of June, 2019.

 
/s/ Michael E. Platt
  
 
Name:  Michael E. Platt
  


EX-99.1 3 es1900828_3-ex9901.htm EXHIBIT 99.1
EXHIBIT 99.1

This statement on Form 3 is filed jointly by each of the undersigned. The principal business address of each of these reporting persons is c/o South Mountain Merger Corp., 767 Fifth Avenue, Ninth Floor, New York, NY 10153
 
Name of Designated Filer: South Mountain Merger Corp.
 
Date of Event Requiring Statement: June 19, 2019
 
Issuer Name: South Mountain Merger Corp. [SMMC]
 
 
SOUTH MOUNTAIN LLC
  
         
 
By: Harbour Reach Holdings LLC, its Managing Member
  
         
 
By: Netherton Investments Limited
  
         
 
By:
/s/ Robert Heaselgrave
  
   
Name:
Robert Heaselgrave
  
   
Title:
Director
  
         
 
HARBOUR REACH HOLDINGS LLC
  
         
 
By: Netherton Investments Limited
  
         
 
By:
/s/ Robert Heaselgrave
  
   
Name:
Robert Heaselgrave
  
   
Title:
Director
  
         
 
NETHERTON INVESTMENTS LIMITED
  
         
 
By:
/s Robert Heaselgrave
  
   
Name:
Robert Heaselgrave
  
   
Title:
Director
  
         
 
NETHERTON HOLDINGS LIMITED
  
         
 
By:
/s/ Robert Heaselgrave
  
   
Name:
Robert Heaselgrave
  
   
Title:
Director
  
         
 
/s/ Michael E. Platt 
  
 
Michael E. Platt