CUSIP No. 750481103
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13G
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Page 2 of 8 Pages
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1
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NAME OF REPORTING PERSON
Third Point LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
6,000,000 (including 1,500,000 shares of Common Stock issuable upon the exercise of Warrants)
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
6,000,000 (including 1,500,000 shares of Common Stock issuable upon the exercise of Warrants)
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,000,000 (including 1,500,000 shares of Common Stock issuable upon the exercise of Warrants)
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.0%
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12
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TYPE OF REPORTING PERSON
OO
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CUSIP No. 750481103
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13G
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Page 3 of 8 Pages
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1
|
NAME OF REPORTING PERSON
Daniel S. Loeb
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|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☐
|
|||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
||||
6
|
SHARED VOTING POWER
6,000,000 (including 1,500,000 shares of Common Stock issuable upon the exercise of Warrants)
|
|||||
7
|
SOLE DISPOSITIVE POWER
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
6,000,000 (including 1,500,000 shares of Common Stock issuable upon the exercise of Warrants)
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,000,000 (including 1,500,000 shares of Common Stock issuable upon the exercise of Warrants)
|
|||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.0%
|
|||||
12
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TYPE OF REPORTING PERSON
IN
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(i)
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Third Point LLC, a Delaware limited liability company (the “Management Company”), which serves as investment manager or adviser to a variety of
hedge funds and managed accounts (all such funds and accounts, collectively, the “Funds”), with respect to shares of Common Stock (as defined in Item 2(d)) directly owned by the Funds; and
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(ii)
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Mr. Daniel S. Loeb (“Mr. Loeb”), who is the Chief Executive Officer of the Management Company and controls its business activities, with respect to
shares of Common Stock indirectly beneficially owned by Mr. Loeb by virtue of such position.
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The Management Company and Mr. Loeb are hereinafter sometimes collectively referred to as the “Reporting Persons.” Any disclosures herein with
respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
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A.
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[ ]
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Broker or dealer registered under Section 15 of the Act,
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B.
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[ ]
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Bank as defined in Section 3(a)(6) of the Act,
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C.
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[ ]
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Insurance Company as defined in Section 3(a)(19) of the Act,
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D.
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[ ]
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Investment Company registered under Section 8 of the Investment Company Act of 1940,
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E.
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[ ]
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Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E),
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F.
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[ ]
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Employee Benefit Plan or Endowment Fund in accordance with 13d-1 (b)(1)(ii)(F),
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G.
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[ ]
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Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G),
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H.
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[ ]
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Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act,
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I.
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[ ]
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Church Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940,
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J.
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[ ]
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Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
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(i)
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Sole power to vote or direct the vote: -0-
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(ii)
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Shared power to vote or direct the vote: 6,000,000 (including 1,500,000 shares of Common Stock issuable upon the exercise of Warrants (as defined in the 10-Q)).
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(iii)
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Sole power to dispose or direct the disposition: -0-
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(iv)
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Shared power to dispose or direct the disposition: 6,000,000 (including 1,500,000 shares of Common Stock issuable upon the exercise of Warrants (as defined in the 10-Q)).
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(i)
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Sole power to vote or direct the vote: -0-
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(ii)
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Shared power to vote or direct the vote: 6,000,000 (including 1,500,000 shares of Common Stock issuable upon the exercise of Warrants).
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(iii)
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Sole power to dispose or direct the disposition: -0-
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(iv)
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Shared power to dispose or direct the disposition: 6,000,000 (including 1,500,000 shares of Common Stock issuable upon the exercise of Warrants).
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THIRD POINT LLC
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By: Daniel S. Loeb, Chief Executive Officer
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By:
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/s/ William Song
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Name: William Song
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Title: Attorney-in-Fact
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DANIEL S. LOEB
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By:
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/s/ William Song
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Name: William Song
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Title: Attorney-in-Fact
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Exhibit 99.1:
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Joint Filing Agreement, dated February 12, 2021, by and between Third Point LLC and Daniel S. Loeb.
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Exhibit 99.2:
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Power of Attorney granted by Daniel S. Loeb in favor of James P. Gallagher, William Song and Joshua L. Targoff, dated February 9, 2011, was previously filed with the SEC on February 11, 2011 as
Exhibit 99.2 to Schedule 13G filed by Third Point LLC and Daniel S. Loeb with respect to Citadel Broadcasting Corporation and is incorporated herein by reference.
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THIRD POINT LLC
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By: Daniel S. Loeb, Chief Executive Officer
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By:
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/s/ William Song
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Name: William Song
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Title: Attorney-in-Fact
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DANIEL S. LOEB
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By:
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/s/ William Song
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Name: William Song
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Title: Attorney-in-Fact
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