0001209191-22-058525.txt : 20221122
0001209191-22-058525.hdr.sgml : 20221122
20221122193306
ACCESSION NUMBER: 0001209191-22-058525
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221118
FILED AS OF DATE: 20221122
DATE AS OF CHANGE: 20221122
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Zage George Raymond III
CENTRAL INDEX KEY: 0001833678
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39714
FILM NUMBER: 221411961
MAIL ADDRESS:
STREET 1: C/O TIGA ACQUISITION CORP.
STREET 2: OFC, LEVEL 40, 10 COLLYER QUAY
CITY: SINGAPORE
STATE: U0
ZIP: 04
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Grindr Inc.
CENTRAL INDEX KEY: 0001820144
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 750 N. SAN VICENTE BLVD., SUITE RE 1400
CITY: WEST HOLLYWOOD
STATE: CA
ZIP: 90069
BUSINESS PHONE: 3107766680
MAIL ADDRESS:
STREET 1: 750 N. SAN VICENTE BLVD., SUITE RE 1400
CITY: WEST HOLLYWOOD
STATE: CA
ZIP: 90069
FORMER COMPANY:
FORMER CONFORMED NAME: Tiga Acquisition Corp.
DATE OF NAME CHANGE: 20200804
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-11-18
0
0001820144
Grindr Inc.
GRND
0001833678
Zage George Raymond III
C/O GRINDR INC.
750 N.SAN VICENTE BLVD. STE RE1400
WEST HOLLYWOOD
CA
90069
1
0
1
0
Common Stock, par value $0.0001 per share
2022-11-18
4
M
0
5130000
0.00
A
5130000
D
Common Stock, par value $0.0001 per share
2022-11-18
4
A
0
72006333
0.00
A
72006333
I
By Corporation
Warrants
11.50
2022-11-18
4
C
0
2503672
11.50
A
Common Stock
2503672
2503672
I
Through corporation
Class B ordinary shares
2022-11-18
4
C
0
5130000
D
Common Stock
5130000
0
D
Warrants
11.50
2022-11-18
4
C
0
13920000
11.50
A
Common Stock
13920000
13920000
D
Options
2022-11-18
4
C
0
381314
A
Common Stock
381314
381314
I
Through corporation
Received pursuant to the Agreement and Plan of Merger, dated May 9, 2022 (the "MA"), by and among Grindr Group LLC ("LG"), Tiga Acquisition Corp. ("Tiga") and Tiga Merger Sub LLC, a subsidiary of Tiga ("Sub I", and together with Tiga and LG, the "Entities"), as amended in the First Amendment to the MA, dated October 5, 2022, by and among Tiga Merger Sub II LLC, a subsidiary of Tiga ("Sub II") and the Entities, pursuant to which Sub I first merged with and into LG, whereupon the separate corporate existence of Sub I ceased, and LG became the surviving company and continued in existence as a wholly owned subsidiary of Tiga until promptly thereafter and as part of the overall transaction, when LG merged with and into Sub II, with Sub II being the entity that survived such second merger and continued in existence as a wholly owned subsidiary of Tiga (the "Business Combination"). Tiga domesticated as a Delaware corporation and subsequently changed its name to Grindr Inc. (the "Issuer").
As described in the Issuer's proxy statement (Registration No. 333-264902) ("Proxy"), Issuer's Common Stock were issued to San Vicente Holdings LLC, ("SVH") in exchange for LG Series X ordinary units indirectly held by SVH. The Reporting Person indirectly had a 43% non-voting, economic only interest in LG through Tiga SVH Investments Ltd. ("TSVH"), which held a 54.1% non-voting, economic only interest in SVH. Tiga Investments Pte. Ltd. ("TI") is the sole equityholder of Tiga SVH and exercises ultimate voting and investment power of the shares held by TSVH. The Reporting Person is the sole equityholder of TI and exercises ultimate voting and investment power of the shares held by TI. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. The inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
As described in the Proxy, warrants to purchase the Issuer's Common Stock were issued to SVH, in exchange for warrants to purchase LG Series X ordinary units, indirectly held by SVH. The Reporting Person indirectly had a 43% non-voting, economic only equity interest in LG through Tiga, which held a 54.1% non-voting, economic only interest in SVH. TI is the sole equityholder of Tiga SVH and exercises ultimate voting and investment power with respect to the shares held by Tiga SVH. The Reporting Person is the sole equityholder of TI and exercises ultimate voting and investment power with respect to the shares held by TI. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
Received pursuant to the Business Combination. As described in the Proxy, the Reporting Person was an equityholder of Tiga Sponsor LLC, a Delaware limited liability company ("Tiga Sponsor"). Tiga Sponsor previously held shares of Class B ordinary shares of Tiga. Such shares, which were previously convertible into Class A ordinary shares of Tiga, were distributed to the equityholders of Tiga Sponsor, including the Reporting Person, and were converted into shares of the Issuer's Common Stock in connection with, and upon the consummation of, the Business Combination.
Received pursuant to the Business Combination. As described in the Proxy, the Reporting Person was an equityholder of Tiga Sponsor LLC, a Delaware limited liability company ("Tiga Sponsor"). Tiga Sponsor previously held warrants to purchase Class A ordinary shares of Tiga. Such warrants were distributed to the equityholders of Tiga Sponsor, including the Reporting Person, and were converted into warrants to purchase the Issuer's Common Stock in connection with, and upon the consummation of, the Business Combination.
Option to acquire Issuer's Common Stock from another shareholder within 60 days of the consummation of the Business Combination.
/s/ George Raymond Zage, III
2022-11-22