SEC Form 3: New insider Atalaya Capital Management Lp claimed ownership of 3,999,384 units of Class A Ordinary Shares
$EDNC
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 10/26/2022 |
3. Issuer Name and Ticker or Trading Symbol
Endurance Acquisition Corp. [ EDNC ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class A Ordinary Shares(1) | 3,685,000(2) | I | By ACM ARRT G LLC(2) |
| Class A Ordinary Shares(1) | 183,554(3) | I | By ACM ASOF VII (Cayman) Holdco LP(3) |
| Class A Ordinary Shares(1) | 130,830(4) | I | By Atalaya Special Purpose Investment Fund II LP(4) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Warrants(5) | (6) | (6) | Class A Ordinary Shares(5) | 91,777 | 11.5(5) | I | By ACM ASOF VII (Cayman) Holdco LP(3) |
| Warrants(5) | (6) | (6) | Class A Ordinary Shares(5) | 183,456 | 11.5(5) | I | By ACM Alamosa (Cayman) Holdco LP(7) |
| Warrants(5) | (6) | (6) | Class A Ordinary Shares(5) | 65,415 | 11.5(5) | I | By Atalaya Special Purpose Investment Fund II LP(4) |
| Warrants(5) | (6) | (6) | Class A Ordinary Shares(5) | 57,575 | 11.5(5) | I | By ACM Alameda Special Purpose Investment Fund II LP(8) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. The reporting persons held Class A ordinary shares of Endurance Acquisition Corp. ("Endurance") prior to the consummation of the business combination (the "Business Combination") between Endurance and SatixFy Communications Ltd. ("SatixFy"), following which, such shares were exchanged for ordinary shares of SatixFy, the post-business combination company, on a one-for-one basis. |
| 2. The securities are held directly by ACM ARRT G LLC, of which Atalaya Capital Management LP ("ACM") is the Manager and has investment and dispositive power over these shares. |
| 3. The securities are held directly by ACM ASOF VII (Cayman) Holdco LP, of which ACM is the Manager and has investment and dispositive power over these shares. |
| 4. The securities are held directly by Atalaya Special Purpose Investment Fund II LP, of which ACM is the Manager and has investment and dispositive power over these shares. |
| 5. The reporting persons held warrants of Endurance prior to the consummation of the Business Combination, with each warrant entitling the holder thereof to purchase one whole Endurance Class A ordinary share at a price of $11.50 per share. Following consummation of the Business Combination on October 27, 2022, each warrant was exchanged on a one-for-one basis for a warrant of SatixFy entitling the holder thereof to purchase one whole ordinary share of SatixFy at a price of $11.50 per ordinary share, the post-business combination company. |
| 6. The warrants are exercisable 30 days after consummation of the Business Combination, which occurred on October 27, 2022, and expire on the fifth anniversary of the Business Combination. |
| 7. The securities are held directly by ACM Alamosa (Cayman) Holdco LP, of which ACM is the Manager and has investment and dispositive power over these shares. |
| 8. The securities are held directly by ACM Alameda Special Purpose Investment Fund II LP, of which ACM is the Manager and has investment and dispositive power over these shares. |
| Atalaya Capital Management LP By: /s/ Drew Phillips, Authorized Signatory | 11/03/2022 | |
| ACM ARRT G LLC By: /s/ Drew Phillips, Authorized Signatory | 11/03/2022 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||