0001213900-20-032825.txt : 20201022 0001213900-20-032825.hdr.sgml : 20201022 20201022164215 ACCESSION NUMBER: 0001213900-20-032825 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20201006 FILED AS OF DATE: 20201022 DATE AS OF CHANGE: 20201022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ICP M2, L.P. CENTRAL INDEX KEY: 0001828413 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39581 FILM NUMBER: 201255284 BUSINESS ADDRESS: STREET 1: 89 MEDINAT HAYEHUDIM CITY: HERZLIYA STATE: L3 ZIP: 4676672 BUSINESS PHONE: 972 (9) 970-3620 MAIL ADDRESS: STREET 1: 89 MEDINAT HAYEHUDIM CITY: HERZLIYA STATE: L3 ZIP: 4676672 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ICP M2 GP LLC CENTRAL INDEX KEY: 0001829368 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39581 FILM NUMBER: 201255285 BUSINESS ADDRESS: STREET 1: 89 MEDINAT HAYEHUDIM CITY: HERZLIYA STATE: L3 ZIP: 4676672 BUSINESS PHONE: 972 (9) 970-3620 MAIL ADDRESS: STREET 1: 89 MEDINAT HAYEHUDIM CITY: HERZLIYA STATE: L3 ZIP: 4676672 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Levey Stephen CENTRAL INDEX KEY: 0001829201 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39581 FILM NUMBER: 201255286 MAIL ADDRESS: STREET 1: 89 MEDINAT HAYEHUDIM CITY: HERZLIYA STATE: L3 ZIP: 4676672 FORMER NAME: FORMER CONFORMED NAME: Levey Steven DATE OF NAME CHANGE: 20201020 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ION Acquisition Corp 1 Ltd. CENTRAL INDEX KEY: 0001821018 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 89 MEDINAT HAYEHUDIM STREET CITY: HERZLIYA STATE: L3 ZIP: 4676672 BUSINESS PHONE: 972 9 970-3620 MAIL ADDRESS: STREET 1: 89 MEDINAT HAYEHUDIM STREET CITY: HERZLIYA STATE: L3 ZIP: 4676672 3/A 1 ownership.xml X0206 3/A 2020-10-06 2020-10-16 0 0001821018 ION Acquisition Corp 1 Ltd. IACA 0001828413 ICP M2, L.P. C/O ION ACQUISITION CORP 1 LTD. 89 MEDINAT HAYEHUDIM STREET HERZLIYA L3 4676672 ISRAEL 0 0 1 0 0001829368 ICP M2 GP LLC C/O ION ACQUISITION CORP 1 LTD. 89 MEDINAT HAYEHUDIM STREET HERZLIYA L3 4676672 ISRAEL 0 0 1 0 0001829201 Levey Stephen C/O ION ACQUISITION CORP 1 LTD. 89 MEDINAT HAYEHUDIM STREET HERZLIYA L3 4676672 ISRAEL 0 0 1 0 Class A Ordinary Shares 2661500 D ICP M2, L.P. ("ICP") is the record holder of the ordinary shares. As the general partner of ICP, ICP M2 GP LLC ("ICP GP") has voting and investment discretion with respect to the ordinary shares held by ICP. As manager of ICP GP, Stephen Levey makes voting and investment decisions in the ordinary shares indirectly owned by ICP GP. However, Mr. Levey is not deemed a beneficial owner of the ordinary shares held by ICP under Section 13(d) of the Exchange Act and, thus, disclaims beneficial ownership of the ordinary shares held by ICP. This Form 3 amendment is being filed to add ICP M2 GP LLC and Stephen Levey, which were omitted from the original Form 3, as reporting persons. See Exhibits 24.1, 24.2 and 24.3 - Powers of Attorney. See Exhibit 99.1 - Joint Filer Information, which is incorporated herein by reference and describes in further detail the relationships of the Reporting Persons to the Issuer. /s/ ICP M2, L.P., By: ICP M2 GP LLC, as general partner, By: Stephen Levey, as manager 2020-10-22 /s/ ICP M2 GP LLC, By: Stephen Levey, as manager 2020-10-22 /s/ Stephen Levey 2020-10-22 EX-24.1 2 ea128562ex24-1_ionacq1.htm POWER OF ATTORNEY

Exhibit 24.1

POWER OF ATTORNEY

The undersigned constitutes and appoints Gilad Shany, Anthony Reich, Avrom Gilbert, Colin Diamond and Leia Andrew or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

 

(1) execute for and on behalf of the undersigned, all documents relating to the beneficial ownership of securities in ION Acquisition Corp 1 Ltd. (the “Company”) required to be filed with the United States Securities and Exchange Commission (the “SEC”) pursuant to the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (together, the “Exchange Act”), including all documents relating to the beneficial ownership of securities in the Company pursuant to Section 16(a) and Section 13(d) of the Exchange Act and any amendments to such documents (collectively, the “Reports”);

 

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Reports and timely file such Reports with the SEC and any stock exchange or similar authority;

 

(3) prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the SEC a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of such Reports or any rule or regulation of the SEC; and

 

(4) 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 to, 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 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 attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 13 or 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 Reports 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 attorney-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

Dated: October 22, 2020 ICP M2, L.P.  
       
  By its General Partner  
  ICP M2 GP LLC  
       
  By: /s/ Stephen Levey  
  Name: Stephen Levey  
  Title: Manager  

 

 

 

 

 EX-24.2 3 ea128562ex24-2_ionacq1.htm POWER OF ATTORNEY

Exhibit 24.2

POWER OF ATTORNEY

The undersigned constitutes and appoints Gilad Shany, Anthony Reich, Avrom Gilbert, Colin Diamond and Leia Andrew or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

  

(1) execute for and on behalf of the undersigned, all documents relating to the beneficial ownership of securities in ION Acquisition Corp 1 Ltd. (the “Company”) required to be filed with the United States Securities and Exchange Commission (the “SEC”) pursuant to the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (together, the “Exchange Act”), including all documents relating to the beneficial ownership of securities in the Company pursuant to Section 16(a) and Section 13(d) of the Exchange Act and any amendments to such documents (collectively, the “Reports”);

 

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Reports and timely file such Reports with the SEC and any stock exchange or similar authority;

 

(3) prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the SEC a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of such Reports or any rule or regulation of the SEC; and

 

(4) 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 to, 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 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 attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 13 or 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 Reports 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 attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

Dated: October 22, 2020   ICP M2 GP LLC  
         
    By: /s/ Stephen Levey  
    Name: Stephen Levey  
    Title: Manager  

 

 

 

 

 

 EX-24.3 4 ea128562ex24-3_ionacq1.htm POWER OF ATTORNEY

Exhibit 24.3

POWER OF ATTORNEY

The undersigned constitutes and appoints Gilad Shany, Anthony Reich, Avrom Gilbert, Colin Diamond and Leia Andrew or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

  

(1) execute for and on behalf of the undersigned, all documents relating to the beneficial ownership of securities in ION Acquisition Corp 1 Ltd. (the “Company”) required to be filed with the United States Securities and Exchange Commission (the “SEC”) pursuant to the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (together, the “Exchange Act”), including all documents relating to the beneficial ownership of securities in the Company pursuant to Section 16(a) and Section 13(d) of the Exchange Act and any amendments to such documents (collectively, the “Reports”);

 

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Reports and timely file such Reports with the SEC and any stock exchange or similar authority;

 

(3) prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the SEC a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of such Reports or any rule or regulation of the SEC; and

 

(4) 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 to, 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 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 attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 13 or 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 Reports 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 attorney-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

Dated: October 22, 2020

 

  /s/ Stephen Levey
  Stephen Levey

 

 

 EX-99.1 5 ea128562ex99-1_ionacq1.htm JOINT FILER

Exhibit 99.1

 

JOINT FILER INFORMATION

 

Name of Joint Filer: ICP M2, L.P.
   
Address of Joint Filer: c/o ICP M2, L.P.
  89 Medinat Hayehudim Street
  Herzliya 4676672, Israel
   
Relationship of Joint Filer to Issuer: 10% Owner
   
Issuer Name and Ticker or Trading Symbol: ION Acquisition Corp 1 Ltd. [IACA]
   
Date of Event Requiring Statement:  
(Month/Day/Year): 10/06/2020
   
Name of Joint Filer: ICP M2 GP LLC
   
Address of Joint Filer: c/o ION Acquisition Corp 1 Ltd.
  89 Medinat Hayehudim Street
  Herzliya 4676672, Israel
   
Relationship of Joint Filer to Issuer: 10% Owner
   
Issuer Name and Ticker or Trading Symbol: ION Acquisition Corp 1 Ltd. [IACA]
   
Date of Event Requiring Statement:  
(Month/Day/Year): 10/06/2020
   
   
Name of Joint Filer: Stephen Levey
   
Address of Joint Filer: c/o ION Acquisition Corp 1 Ltd.
  89 Medinat Hayehudim Street
  Herzliya 4676672, Israel
   
Relationship of Joint Filer to Issuer: 10% Owner
   
Issuer Name and Ticker or Trading Symbol: ION Acquisition Corp 1 Ltd. [IACA]
   
Date of Event Requiring Statement:  
(Month/Day/Year): 10/06/2020