0001209191-21-009969.txt : 20210211 0001209191-21-009969.hdr.sgml : 20210211 20210211213949 ACCESSION NUMBER: 0001209191-21-009969 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210209 FILED AS OF DATE: 20210211 DATE AS OF CHANGE: 20210211 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Singhal Vikas CENTRAL INDEX KEY: 0001838267 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39484 FILM NUMBER: 21622285 MAIL ADDRESS: STREET 1: 2187 ATLANTIC STREET STREET 2: FOURTH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Metromile, Inc. CENTRAL INDEX KEY: 0001819035 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 844916134 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 425 MARKET STREET #700 CITY: SAN FRANCISCO STATE: CA ZIP: 1910494105 BUSINESS PHONE: 8882425204 MAIL ADDRESS: STREET 1: 425 MARKET STREET #700 CITY: SAN FRANCISCO STATE: CA ZIP: 1910494105 FORMER COMPANY: FORMER CONFORMED NAME: INSU Acquisition Corp. II DATE OF NAME CHANGE: 20200723 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-02-09 0 0001819035 Metromile, Inc. MILE 0001838267 Singhal Vikas 2187 ATLANTIC STREET FOURTH FLOOR STAMFORD CT 06902 1 0 0 0 Common Stock 2021-02-09 4 A 0 3656781 0.00 A 3656781 I See footnote Common Stock 2021-02-09 4 A 0 4000000 10.00 A 7656781 I See footnote Received pursuant to the Agreement and Plan of Merger and Reorganization, dated as of November 24, 2020, as amended January 12, 2021 and further amended February 8, 2021, by and among INSU Acquisition Corp. II (n/k/a Metromile, Inc.) (the "Issuer"), INSU II Merger Sub Corp. and MetroMile, Inc. (n/k/a Metromile Operating Company) ("Legacy Metromile") (the "Merger Agreement") pursuant to which, through a series of mergers Legacy Metromile became a direct, wholly-owned subsidiary of the Issuer. Pursuant to the Merger Agreement former securityholders of Legacy Metromile will receive additional shares of the Issuer's common stock (the "Additional Shares") if the closing sale price of the Issuer's common stock exceeds $15.00 per share for 20 out of any 30 consecutive trading days during the first two years following the closing of the merger. The transactions contemplated by the Merger Agreement are referred to herein as the "Business Combination." Includes 389,119 shares to be received as Additional Shares. Mr. Vikas Singhal is a Partner of Hudson Structured Capital Management Ltd. ("HSCM") which manages HSCM Bermuda Fund Ltd. ("Bermuda"), HS Santanoni LP ("Santanoni"), and HSCM F1 Master Fund Ltd. ("F1 Master Fund"). HSCM is an investment adviser registered with the U.S. Securities & Exchange Commission under the Investment Advisers Act of 1940. Mr. Singhal and Michael Millette are each partners of HSCM and as such may be deemed to have voting and dispositive power over the securities held by Bermuda, Santanoni and F1 Master Fund. As previously disclosed, on November 24, 2020, the Issuer entered into subscription agreements (the "Subscription Agreements") with certain investors (the "PIPE investors") pursuant to which such investors agreed to purchase, immediately prior to the closing of the Business Combination, an aggregate of $170,000,000 of the Issuer's shares of common stock at a price of $10.00 per share, or an aggregate of 17,00,000 shares of common stock. HSCM is among the PIPE Investors. /s/ Vikas Singhal 2021-02-11