0000950103-22-018933.txt : 20221101 0000950103-22-018933.hdr.sgml : 20221101 20221101174345 ACCESSION NUMBER: 0000950103-22-018933 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221028 FILED AS OF DATE: 20221101 DATE AS OF CHANGE: 20221101 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Valor Latitude LLC CENTRAL INDEX KEY: 0001854974 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40322 FILM NUMBER: 221351681 BUSINESS ADDRESS: STREET 1: UGLAND HOUSE STREET 2: PO BOX 309 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: (973) 290 2331 MAIL ADDRESS: STREET 1: UGLAND HOUSE STREET 2: PO BOX 309 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Valor Latitude Acquisition Corp. CENTRAL INDEX KEY: 0001843091 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 1 345 949 8066 MAIL ADDRESS: STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED STREET 2: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 4 1 dp183632_4-llc.xml FORM 4 X0306 4 2022-10-28 0 0001843091 Valor Latitude Acquisition Corp. VLAT 0001854974 Valor Latitude LLC C/O VALOR LATITUDE ACQUISITION CORP. 10 E 53RD ST. NEW YORK NY 10022 0 0 1 0 Class B Ordinary Shares 2022-10-28 4 J 0 11250 A Class A Ordinary Shares 11250 3104761 D Class B Ordinary Shares 2022-10-28 4 J 0 75000 D Class A Ordinary Shares 75000 3029761 D The Reporting Person acquired 11,250 Class B ordinary shares of the Issuer ("Class B Shares") for no consideration in connection with the forfeiture of such Class B Shares by Phoenix SPAC Holdco LLC. The Reporting Person also disposed of, collectively, 75,000 Class B Shares for no consideration through an assignment and transfer to (i) the Issuer's two new board members, Messrs. Ricardo Knoepfelmacher and John G. Bruno, in connection with their starting in such roles, and (ii) Messrs. Carlos Costa and Joao Camaro and Ms. Isadora Benedini, in connection with their roles with the Reporting Person as dedicated members of its team. The Class B Shares will automatically convert into Class A ordinary shares of the Issuer ("Class A Shares") at a ratio of no less than one-to-one on the first business day following the consummation of the Issuer's initial business combination, with the actual conversion rate as described in the section entitled "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333-254159) filed with the Securities and Exchange Commission on April 19, 2021. The Class B Shares have no expiration date. Valor Latitude LLC is the record holder of these shares, and Valor Latitude LLC is controlled by a board of managers consisting of Clifford M. Sobel, J. Douglas Smith and Mario Mello. Each manager of Valor Latitude LLC has one vote, and the approval of two of the three members of the board of managers is required to approve an action of Valor Latitude LLC. Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by two or more individuals, and a voting and dispositive decision requires the approval of a majority of those individuals, then none of the individuals is deemed a beneficial owner of the entity's securities. This is the situation with regard to Valor Latitude LLC. Based upon the foregoing analysis, no individual manager of Valor Latitude LLC exercises voting or dispositive control over any of the securities held by Valor Latitude LLC even those in which he directly holds a pecuniary interest. Accordingly, none of them will be deemed to have or share beneficial ownership of such shares and, for the avoidance of doubt, each expressly disclaims any such beneficial interest to the extent of any pecuniary interest he may have therein, directly or indirectly. /s/ J. Douglas Smith as Authorized Signatory for Valor Latitude LLC 2022-11-01