0000899243-20-033810.txt : 20201214 0000899243-20-033810.hdr.sgml : 20201214 20201214205719 ACCESSION NUMBER: 0000899243-20-033810 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20201214 FILED AS OF DATE: 20201214 DATE AS OF CHANGE: 20201214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Marquee Raine Acquisition Sponsor LP CENTRAL INDEX KEY: 0001834861 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 201387939 BUSINESS ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-603-5500 MAIL ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Marquee Raine Acquisition Sponsor GP Ltd. CENTRAL INDEX KEY: 0001834792 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 201387940 BUSINESS ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-603-5500 MAIL ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Raine Holdings AIV LLC CENTRAL INDEX KEY: 0001836359 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 201387941 BUSINESS ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-603-5500 MAIL ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Raine SPAC Holdings LLC CENTRAL INDEX KEY: 0001836344 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 201387942 BUSINESS ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-603-5500 MAIL ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Raine RR SPAC SPV I LLC CENTRAL INDEX KEY: 0001836358 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 201387943 BUSINESS ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-603-5500 MAIL ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ricketts SPAC Investment LLC CENTRAL INDEX KEY: 0001836331 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 201387944 BUSINESS ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-603-5500 MAIL ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Marquee Sports Holdings SPAC I, LLC CENTRAL INDEX KEY: 0001836371 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 201387945 BUSINESS ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-603-5500 MAIL ADDRESS: STREET 1: C/O MARQUEE RAINE ACQUISITION CORP. STREET 2: 65 EAST 55TH STREET, 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Marquee Raine Acquisition Corp. CENTRAL INDEX KEY: 0001830180 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 65 EAST 55TH STREET STREET 2: 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-603-5500 MAIL ADDRESS: STREET 1: 65 EAST 55TH STREET STREET 2: 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2020-12-14 0 0001830180 Marquee Raine Acquisition Corp. MRAC 0001834861 Marquee Raine Acquisition Sponsor LP C/O MARQUEE RAINE ACQUISITION CORP. 65 EAST 55TH STREET, 24TH FLOOR NEW YORK NY 10022 0 0 1 0 0001834792 Marquee Raine Acquisition Sponsor GP Ltd. C/O MARQUEE RAINE ACQUISITION CORP. 65 EAST 55TH STREET, 24TH FLOOR NEW YORK NY 10010 0 0 1 0 0001836359 Raine Holdings AIV LLC C/O MARQUEE RAINE ACQUISITION CORP. 65 EAST 55TH STREET, 24TH FLOOR NEW YORK NY 10010 0 0 1 0 0001836344 Raine SPAC Holdings LLC C/O MARQUEE RAINE ACQUISITION CORP. 65 EAST 55TH STREET, 24TH FLOOR NEW YORK NY 10010 0 0 1 0 0001836358 Raine RR SPAC SPV I LLC C/O MARQUEE RAINE ACQUISITION CORP. 65 EAST 55TH STREET, 24TH FLOOR NEW YORK NY 10010 0 0 1 0 0001836331 Ricketts SPAC Investment LLC C/O MARQUEE RAINE ACQUISITION CORP. 65 EAST 55TH STREET, 24TH FLOOR NEW YORK NY 10010 0 0 1 0 0001836371 Marquee Sports Holdings SPAC I, LLC C/O MARQUEE RAINE ACQUISITION CORP. 65 EAST 55TH STREET, 24TH FLOOR NEW YORK NY 10010 0 0 1 0 Class B Ordinary Shares, par value $0.0001 Class A Ordinary Shares, par value $0.0001 9268750 D This form is being filed by the following Reporting Persons: Marquee Raine Acquisition Sponsor LP (the "Sponsor"), Marquee Raine Acquisition Sponsor GP Ltd. ("Marquee Raine GP"), Raine Holdings AIV LLC ("Raine Holdings AIV"), Raine SPAC Holdings LLC ("Raine SPAC Holdings"), Raine RR SPAC SPV I LLC ("Raine RR SPAC SPV I"), Ricketts SPAC Investment LLC ("Ricketts SPAC Investment") and Marquee Sports Holdings SPAC 1, LLC ("Marquee Sports Holdings"). The Sponsor owns 9,268,750 Class B ordinary shares, par value $0.0001 per share (the "Class B Ordinary Shares"), of Marquee Raine Acquisition Corp. (the "Issuer"), including 1,218,750 Class B Ordinary Shares that are subject to forfeiture if the underwriters of the Issuer's initial public offering do not exercise in full an option granted to it to cover over-allotments. The Class B Ordinary Shares have no expiration date and are convertible into Class A ordinary shares, par value $0.0001 per share, of the Issuer, as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-250997). Marquee Raine GP is the general partner of Sponsor. Raine Holdings AIV is the sole member of Raine SPAC Holdings, which, in turn, is the sole member of Raine RR SPAC SPV I, which owns a 50% interest in each of Marquee Raine GP and Sponsor. Ricketts SPAC Investment is the manager of Marquee Sports Holdings, which owns a 50% interest in each of Marquee Raine GP and Sponsor. Because of the relationships among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. See Exhibit 99.1 for Joint Filer Information and Signatures incorporated herein by reference. See Exhibit 99.1 2020-12-14 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

                                                                    Exhibit 99.1

                            Joint Filer Information


Name of Joint Filer:                      Marquee Raine Acquisition Sponsor LP

Address of Joint Filer:                   c/o Marquee Raine Acquisition Corp.
                                          65 East 55th Street, 24th Floor
                                          New York, NY 10010

Relationship of Joint Filer to Issuer:    10% Owner

Issuer Name and Ticker or Trading Symbol: Marquee Raine Acquisition Corp. [MRAC]

Date of Event Requiring Statement:        December 14, 2020

Designated Filer:                         Marquee Raine Acquisition Sponsor LP

Signature:

Marquee Raine Acquisition Sponsor LP
Acting by its general partner,

Marquee Raine Acquisition Sponsor GP Ltd.

By: /s/ Brandon Gardner
   ----------------------------
   Name: Brandon Gardner
   Title: Director

By: /s/ Thomas S. Ricketts
   ----------------------------
   Name: Thomas S. Ricketts
   Title: Director

Date: December 14, 2020



                                                                    Exhibit 99.1

                            Joint Filer Information

Name of Joint Filer:                      Marquee Raine Acquisition Sponsor
                                          GP Ltd.

Address of Joint Filer:                   c/o Marquee Raine Acquisition Corp.
                                          65 East 55th Street, 24th Floor
                                          New York, NY 10010

Relationship of Joint Filer to Issuer:    10% Owner

Issuer Name and Ticker or Trading Symbol: Marquee Raine Acquisition Corp. [MRAC]

Date of Event Requiring Statement:        December 14, 2020

Designated Filer:                         Marquee Raine Acquisition Sponsor LP

Signature:

Marquee Raine Acquisition Sponsor GP Ltd.

By: /s/ Brandon Gardner
   ------------------------------
   Name: Brandon Gardner
   Title: Director

By: /s/ Thomas S. Ricketts
   ------------------------------
   Name: Thomas S. Ricketts
   Title: Director

Date:  December 14, 2020



                                                                    Exhibit 99.1

                            Joint Filer Information

Name of Joint Filer:                      Raine Holdings AIV LLC

Address of Joint Filer:                   c/o Marquee Raine Acquisition Corp.
                                          65 East 55th Street, 24th Floor
                                          New York, NY 10010

Relationship of Joint Filer to Issuer:    10% Owner

Issuer Name and Ticker or Trading Symbol: Marquee Raine Acquisition Corp. [MRAC]

Date of Event Requiring Statement:        December 14, 2020

Designated Filer:                         Marquee Raine Acquisition Sponsor LP

Signature:

Raine Holdings AIV LLC

By: /s/ Brandon Gardner
   ---------------------------------
   Name: Brandon Gardner
   Title: President

Date:  December 14, 2020



                                                                    Exhibit 99.1

                            Joint Filer Information

Name of Joint Filer:                      Raine SPAC Holdings LLC

Address of Joint Filer:                   c/o Marquee Raine Acquisition Corp.
                                          65 East 55th Street, 24th Floor
                                          New York, NY 10010

Relationship of Joint Filer to Issuer:    10% Owner

Issuer Name and Ticker or Trading Symbol: Marquee Raine Acquisition Corp. [MRAC]

Date of Event Requiring Statement:        December 14, 2020

Designated Filer:                         Marquee Raine Acquisition Sponsor LP

Signature:

Raine SPAC Holdings LLC

By: /s/ Joseph Beyrouty
    --------------------------------
    Name: Joseph Beyrouty
    Title: Vice President

Date: December 14, 2020



                                                                    Exhibit 99.1

                            Joint Filer Information

Name of Joint Filer:                      Raine RR SPAC SPV I LLC

Address of Joint Filer:                   c/o Marquee Raine Acquisition Corp.
                                          65 East 55th Street, 24th Floor
                                          New York, NY 10010

Relationship of Joint Filer to Issuer:    10% Owner

Issuer Name and Ticker or Trading Symbol: Marquee Raine Acquisition Corp. [MRAC]

Date of Event Requiring Statement:        December 14, 2020

Designated Filer:                         Marquee Raine Acquisition Sponsor LP

Signature:

Raine RR SPAC SPV I LLC

By: /s/ Joseph Beyrouty
   ---------------------------------
   Name: Joseph Beyrouty
   Title: Vice President

Date: December 14, 2020



                                                                    Exhibit 99.1

                            Joint Filer Information

Name of Joint Filer:                      Ricketts SPAC Investment LLC

Address of Joint Filer:                   c/o Marquee Raine Acquisition Corp.
                                          65 East 55th Street, 24th Floor
                                          New York, NY 10010

Relationship of Joint Filer to Issuer:    10% Owner

Issuer Name and Ticker or Trading Symbol: Marquee Raine Acquisition Corp. [MRAC]

Date of Event Requiring Statement:        December 14, 2020

Designated Filer:                         Marquee Raine Acquisition Sponsor LP

Signature:

Ricketts SPAC Investment LLC

By: /s/ Alfred Levitt
   ----------------------------
   Name: Alfred Levitt
   Title: Secretary

Date: December 14, 2020



                                                                    Exhibit 99.1

                            Joint Filer Information

Name of Joint Filer:                      Marquee Sports Holdings SPAC I, LLC

Address of Joint Filer:                   c/o Marquee Raine Acquisition Corp.
                                          65 East 55th Street, 24th Floor
                                          New York, NY 10010

Relationship of Joint Filer to Issuer:    10% Owner

Issuer Name and Ticker or Trading Symbol: Marquee Raine Acquisition Corp. [MRAC]

Date of Event Requiring Statement:        December 14, 2020

Designated Filer:                         Marquee Raine Acquisition Sponsor LP

Signature:

Marquee Sports Holdings SPAC I, LLC

By: /s/ Crane H. Kenney
   -----------------------------
   Name: Crane H. Kenney
   Title: Chief Executive Officer

Date: December 14, 2020