0001474506-24-000045.txt : 20240216
0001474506-24-000045.hdr.sgml : 20240216
20240216194316
ACCESSION NUMBER: 0001474506-24-000045
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240209
FILED AS OF DATE: 20240216
DATE AS OF CHANGE: 20240216
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Quantum Ventures LLC
CENTRAL INDEX KEY: 0001843688
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40009
FILM NUMBER: 24650222
BUSINESS ADDRESS:
STREET 1: 4221 W. BOY SCOUT BLVD.
STREET 2: SUITE 300
CITY: TAMPA
STATE: FL
ZIP: 33607
BUSINESS PHONE: 813-257-9366
MAIL ADDRESS:
STREET 1: 4221 W. BOY SCOUT BLVD.
STREET 2: SUITE 300
CITY: TAMPA
STATE: FL
ZIP: 33607
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Quantum FinTech Acquisition Corp
CENTRAL INDEX KEY: 0001830795
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
ORGANIZATION NAME: 05 Real Estate & Construction
IRS NUMBER: 853286402
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4221 W. BOY SCOUT BLVD.
STREET 2: SUITE 300
CITY: TAMPA
STATE: FL
ZIP: 33607
BUSINESS PHONE: 720-656-2176
MAIL ADDRESS:
STREET 1: 4221 W. BOY SCOUT BLVD.
STREET 2: SUITE 300
CITY: TAMPA
STATE: FL
ZIP: 33607
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0508
4
2024-02-09
1
0001830795
Quantum FinTech Acquisition Corp
QFTA
0001843688
Quantum Ventures LLC
C/O QUANTUM FINTECH ACQUISITION CORP
4221 W. BOY SCOUT BLVD., SUITE 300
TAMPA
FL
33607
0
0
1
0
0
Common Stock
2024-02-09
4
D
0
3796335
D
0
D
This Form 4 is being filed by Quantum Ventures LLC ("Quantum Ventures"). Messrs. Schaible, Caamano and Patel are the three managers of Quantum Ventures. Any action by Quantum Ventures with respect to the founder shares held by it, including voting and dispositive decisions, requires a majority vote of the board of managers. Accordingly, under the so-called "rule of three," because voting and dispositive decisions are made by a majority of Quantum Ventures' managers, none of the managers of Quantum Ventures is deemed to be a beneficial owner of Quantum Ventures' securities, even those in which such manager holds a pecuniary interest. Accordingly, none of such individuals is deemed to have or share beneficial ownership of the founder shares held by Quantum Ventures.
Pursuant to the Business Combination Agreement, dated November 16, 2022, as amended, by and among (i) the Issuer, (ii) Calculator New Pubco, Inc., a Delaware corporation and a wholly-owned Subsidiary of Issuer ("New Pubco"), (iii) Calculator Merger Sub 1, Inc., a Delaware corporation and a wholly-owned Subsidiary of New Pubco ("Merger Sub 1"), (iv) Calculator Merger Sub 2, Inc., a Delaware corporation and a wholly-owned Subsidiary of New Pubco, (v) AtlasClear, Inc., a Wyoming corporation, (vi) Atlas FinTech Holdings Corp, a Delaware corporation and (vii) Robert McBey, on February 9, 2024, the Issuer merged with and into Merger Sub 1, with Issuer surviving as a wholly-owned subsidiary of New Pubco (the "Business Combination"). As a result of the Business Combination, each issued and outstanding share of common stock of the Issuer was exchanged for one share of common stock of New PubCo.
/s/ John Schaible, Manager
2024-02-16