0001140361-20-016667.txt : 20200724 0001140361-20-016667.hdr.sgml : 20200724 20200724165838 ACCESSION NUMBER: 0001140361-20-016667 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20200724 DATE AS OF CHANGE: 20200724 GROUP MEMBERS: IVAN GUETTA GROUP MEMBERS: SHP FUND SPC - LONG BIASED SEGREGATED PORTFOLIO GROUP MEMBERS: SHP FUND SPC - LONG SHORT SEGREGATED PORTFOLIO GROUP MEMBERS: SHP FUND SPC - VALUE SEGREGATED PORTFOLIO SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HPX Corp. CENTRAL INDEX KEY: 0001809353 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-91577 FILM NUMBER: 201047470 BUSINESS ADDRESS: STREET 1: 1000 N. WEST STREET, SUITE 1200 CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: (302) 295-4929 MAIL ADDRESS: STREET 1: 1000 N. WEST STREET, SUITE 1200 CITY: WILMINGTON STATE: DE ZIP: 19801 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Sharp Capital Gestora de Recursos Ltda. CENTRAL INDEX KEY: 0001818890 IRS NUMBER: 000000000 STATE OF INCORPORATION: D5 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: BORGES DE MEDEIROS AVENUE, NUMBER 633 STREET 2: OFFICE NUMBER 202 CITY: RIO DE JANEIRO STATE: D5 ZIP: 22430-041 BUSINESS PHONE: (55)-21-3550-7377 MAIL ADDRESS: STREET 1: BORGES DE MEDEIROS AVENUE, NUMBER 633 STREET 2: OFFICE NUMBER 202 CITY: RIO DE JANEIRO STATE: D5 ZIP: 22430-041 SC 13G 1 formsc13g.htm SC 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*


HPX Corp.
(Name of Issuer)

Class A Ordinary Shares

(Title of Class of Securities)

G32219118**

(CUSIP Number)

July 15, 2020

(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)


 *
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


** (See Item 2(e))
 
CUSIP: G32219118
Page 2 of 10
1
NAMES OF REPORTING PERSONS
Sharp Capital Gestora de Recursos Ltda.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Brazil
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
2,150,000
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
2,150,000
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,150,000
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.50%
12
TYPE OF REPORTING PERSON
CO

(1) The percentage set forth in Row 11 is based on the 25,300,000 Class A Shares (as defined herein) reported to be outstanding in the Current Report on Form 8-K filed by the Issuer (as defined herein) on July 21, 2020.
 
CUSIP: G32219118
Page 3 of 10
1
NAMES OF REPORTING PERSONS
Ivan Guetta
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Brazil
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
2,150,000
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
2,150,000
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,150,000
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.50%
12
TYPE OF REPORTING PERSON
IN; HC

(1) The percentage set forth in Row 11 is based on the 25,300,000 Class A Shares reported to be outstanding in the Current Report on Form 8-K filed by the Issuer on July 21, 2020.
 
CUSIP: G32219118
Page 4 of 10
1
NAMES OF REPORTING PERSONS
SHP Fund SPC - Long Short Segregated Portfolio
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
1,226,400
6
SHARED VOTING POWER
0
7
SOLE DISPOSITIVE POWER
1,226,400
8
SHARED DISPOSITIVE POWER
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,226,400
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.85%
12
TYPE OF REPORTING PERSON
OO

(1) The percentage set forth in Row 11 is based on the 25,300,000 Class A Shares reported to be outstanding in the Current Report on Form 8-K filed by the Issuer on July 21, 2020.
 
CUSIP: G32219118
Page 5 of 10
1
NAMES OF REPORTING PERSONS
SHP Fund SPC - Value Segregated Portfolio
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
497,900
6
SHARED VOTING POWER
0
7
SOLE DISPOSITIVE POWER
497,900
8
SHARED DISPOSITIVE POWER
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
497,900
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.97%
12
TYPE OF REPORTING PERSON
OO

(1) The percentage set forth in Row 11 is based on the 25,300,000 Class A Shares reported to be outstanding in the Current Report on Form 8-K filed by the Issuer on July 21, 2020.
 
CUSIP: G32219118
Page 6 of 10
1
NAMES OF REPORTING PERSONS
SHP Fund SPC - Long Biased Segregated Portfolio
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
425,700
6
SHARED VOTING POWER
0
7
SOLE DISPOSITIVE POWER
425,700
8
SHARED DISPOSITIVE POWER
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
425,700
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.68%
12
TYPE OF REPORTING PERSON
OO

(1) The percentage set forth in Row 11 is based on the 25,300,000 Class A Shares reported to be outstanding in the Current Report on Form 8-K filed by the Issuer on July 21, 2020.
 
CUSIP: G32219118
Page 7 of 10
Item 1.

(a)
Name of Issuer: HPX Corp. (the “Issuer”)

(b)
Address of Issuer’s Principal Executive Offices:

1000 N. West Street, Suite 1200
Wilmington, Delaware 19801
United States

Item 2.

(a)
Name of Person Filing:

This statement is filed by:


 i.
Sharp Capital Gestora de Recursos Ltda. (the “Investment Manager”);

ii.
Ivan Guetta (“Mr. Guetta”);

iii.
SHP Fund SPC - Long Short Segregated Portfolio (“SHP Fund Long Short”);

iv.
SHP Fund SPC - Value Segregated Portfolio (“SHP Fund Value”); and

v.
SHP Fund SPC - Long Biased Segregated Portfolio (“SHP Fund Long Biased” and, together with SHP Fund Long Short and SHP Fund Value, the “Funds”).

The Investment Manager acts as investment manager to, and exercises investment discretion with respect to the Class A Shares owned by, the Funds. Mr. Guetta serves as Chief Executive Officer, Chief Investment Officer, director and control person of the Investment Manager. The Investment Manager, Mr. Guetta and the Funds are sometimes collectively referred to as the “Reporting Persons.”

(b)
Address or Principal Business Office or, if None, Residence:

The principal business office for all Reporting Persons filing is:

Borges de Medeiros Avenue, Number 633, Office Number 202
Rio de Janeiro, 22430-041
Brazil

(c)           Citizenship: See Item 4 of each cover page.

(d)          Title of Class of Securities: Class A ordinary shares, $0.0001 par value per share (“Class A Shares”).

(e)           CUSIP No.: As of the date of this Schedule 13G, the Issuer’s Class A Shares do not have a CUSIP number. The CUSIP number for the Issuer’s units is G32219118.

Item 3. If this Statement is Filed Pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a: Not applicable.

Item 4. Ownership.

(a)          Amount beneficially owned: See Item 9 of each cover page.

(b)          Percent of class: See Item 11 of each cover page. Calculated based on the 25,300,000 Class A Shares reported to be outstanding in the Current Report on Form 8-K filed by the Issuer on July 21, 2020.

(c)          Number of shares as to which the person has:


 (i)
Sole power to vote or to direct the vote: See Item 5 of each cover page.
 
CUSIP: G32219118
Page 8 of 10


(ii)
Shared power to vote or to direct the vote: See Item 6 of each cover page.

(iii)
Sole power to dispose or to direct the disposition of: See Item 7 of each cover page.

(iv)
Shared power to dispose or to direct the disposition of: See Item 8 of each cover page.

The Investment Manager and Mr. Guetta may be deemed to beneficially own the Class A Shares held by the Funds by virtue of the Investment Manager serving as the Funds’ investment manager and Mr. Guetta serving as control person of the Investment Manager. The filing of this Schedule 13G shall not be construed as an admission that either the Investment Manager or Mr. Guetta is, for purposes of Sections 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, the beneficial owner of any Class A Shares covered by this Schedule 13G.

Item 5. Ownership of 5 Percent or Less of a Class.

Not applicable.

Item 6. Ownership of More than 5 Percent on Behalf of Another Person.

Not applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not applicable.

Item 8. Identification and Classification of Members of the Group.

Not applicable.

Item 9. Notice of Dissolution of Group.

Not applicable.

Item 10. Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
 
CUSIP: G32219118
Page 9 of 10

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: July 24, 2020

 
SHARP CAPITAL GESTORA DE RECURSOS LTDA.
     
 
By:
/s/ Ivan Guetta
 
Name:
Ivan Guetta
 
Title:
CIO/CEO
   
 
IVAN GUETTA
     
 
By:
/s/ Ivan Guetta
 
Name:
Ivan Guetta
     
   
 
SHP FUND SPC - LONG SHORT SEGREGATED PORTFOLIO
     
 
By:
/s/ Ivan Guetta
 
Name:
Ivan Guetta
 
Title:
CIO/CEO
   
 
SHP FUND SPC - VALUE SEGREGATED PORTFOLIO
     
 
By:
/s/ Ivan Guetta
 
Name:
Ivan Guetta
 
Title:
CIO/CEO
     
 
SHP FUND SPC - LONG BIASED SEGREGATED PORTFOLIO
     
 
By:
/s/ Ivan Guetta
 
Name:
Ivan Guetta
 
Title:
CIO/CEO
 
CUSIP: G32219118
Page 10 of 10

EXHIBIT INDEX

Exhibit Number
Title
Joint Filing Agreement
 

 EX-99.1 2 ex99_1.htm EXHIBIT 99.1
EXHIBIT 99.1

JOINT FILING AGREEMENT

This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Class A ordinary shares, $0.0001 par value per share, of HPX Corp. (this “Agreement”), is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below that is named as a reporting person in such filing in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

Dated: July 24, 2020

 
SHARP CAPITAL GESTORA DE RECURSOS LTDA.
     
 
By:
/s/ Ivan Guetta
 
Name:
Ivan Guetta
 
Title:
CIO/CEO
   
 
IVAN GUETTA
     
 
By:
/s/ Ivan Guetta
 
Name:
Ivan Guetta
     
   
 
SHP FUND SPC - LONG SHORT SEGREGATED PORTFOLIO
     
 
By:
/s/ Ivan Guetta
 
Name:
Ivan Guetta
 
Title:
CIO/CEO
   
 
SHP FUND SPC - VALUE SEGREGATED PORTFOLIO
     
 
By:
/s/ Ivan Guetta
 
Name:
Ivan Guetta
 
Title:
CIO/CEO
     
 
SHP FUND SPC - LONG BIASED SEGREGATED PORTFOLIO
     
 
By:
/s/ Ivan Guetta
 
Name:
Ivan Guetta
 
Title:
CIO/CEO