0000899243-21-040464.txt : 20211018 0000899243-21-040464.hdr.sgml : 20211018 20211018163932 ACCESSION NUMBER: 0000899243-21-040464 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20211015 FILED AS OF DATE: 20211018 DATE AS OF CHANGE: 20211018 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 211328661 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 211328665 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 LP CENTRAL INDEX KEY: 0001834861 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 211328666 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 211328660 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 211328663 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 211328662 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39800 FILM NUMBER: 211328664 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: SERVICES-BUSINESS SERVICES, NEC [7389] 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 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-10-15 1 0001830180 Marquee Raine Acquisition Corp. ENJY 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 Common Stock 2021-10-15 4 C 0 9268750 0.00 A 9268750 D Class B Ordinary Shares 2021-10-15 4 C 0 9268750 D Common Stock 9268750 0 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"). In connection with the Issuer's business combination (the "Business Combination"), pursuant to that certain Agreement and Plan of Merger, dated as of April 28, 2021, among Marquee Raine Acquisition Corp., MRAC Merger Sub Corp. and Enjoy Technology Inc., as amended, the Issuer domesticated as a Delaware corporation, and the Reporting Persons' Class B ordinary shares, which were previously convertible into Class A ordinary shares, converted into shares of common stock simultaneously with the closing of the Business Combination. Under certain circumstances, up to 2,201,250 shares of common stock are subject to forfeiture if certain stock price levels are not achieved on or before the tenth anniversary of the Business Combination. 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 2021-10-18 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 Earliest Transaction
(Month/Day/Year):                            10/15/2021

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: 10/18/2021



                            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 Earliest Transaction
(Month/Day/Year):                            10/15/2021

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: 10/18/2021



                            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 Earliest Transaction
(Month/Day/Year):                            10/15/2021

Designated Filer:                            Marquee Raine Acquisition
                                             Sponsor LP

Signature:

Raine Holdings AIV LLC

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


Date: 10/18/2021



                            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 Earliest Transaction
(Month/Day/Year):                            10/15/2021

Designated Filer:                            Marquee Raine Acquisition
                                             Sponsor LP

Signature:

Raine SPAC Holdings LLC

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


Date: 10/18/2021



                            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 Earliest Transaction
(Month/Day/Year):                            10/15/2021

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: 10/18/2021


                            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 Earliest Transaction
(Month/Day/Year):                            10/15/2021

Designated Filer:                            Marquee Raine Acquisition
                                             Sponsor LP

Signature:

Ricketts SPAC Investment LLC

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


Date: 10/18/2021



                            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 Earliest Transaction
(Month/Day/Year):                            10/15/2021

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: 10/18/2021