SEC Form 3: New insider Bracebridge Capital, Llc claimed ownership of 500,000 shares
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Finance
| 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) 12/21/2022 |
3. Issuer Name and Ticker or Trading Symbol
Edify Acquisition Corp. [ EAC ] |
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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) |
| Common Stock | 500,000(1) | I | See footnotes(2)(3) |
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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 | ||||
| Redeemable Warrants | (1) | (1) | Class A Common Stock | 250,000 | (1) | I | See footnotes(2)(3) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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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 reported securities are included within 500,000 units issued by the Issuer on January 20, 2021 (the "Units"). Each Unit consists of one share of the Issuer's Class A common stock, $0.0001 par value (the "Common Stock"), and one-half of one redeemable warrant (the "Redeemable Warrants"). The Redeemable Warrants have an exercise price of $11.50 per share of Common Stock. The Redeemable Warrants become exercisable 30 days after the Issuer's initial business combination, provided that certain additional conditions are met. The Redeemable Warrants will expire five years after the completion of the Issuer's initial business combination. |
| 2. The Units are owned directly as follows: (i) 365,000 are owned directly by FFI Fund Ltd. ("FFI"), (ii) 70,000 are owned directly by FYI Ltd. ("FYI"), and (iii) 65,000 are owned directly by Olifant Fund, Ltd. (together with FFI and FYI, the "Bracebridge Funds"). Bracebridge Capital, LLC (the "Investment Manager") is the investment manager of each of the Bracebridge Funds, and has the authority to vote and dispose of all of the securities reflected herein. |
| 3. Each of the Bracebridge Funds and the Investment Manager disclaims beneficial ownership of the shares of Common Stock except to the extent of any pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the shares of Common Stock reported herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose. |
| Remarks: |
| /s/ FFI Fund Ltd., By John N. Spinney, Jr., Authorized Representative | 06/14/2023 | |
| /s/ FYI Ltd., By John N. Spinney, Jr., Authorized Representative | 06/14/2023 | |
| /s/ Olifant Fund, Ltd., By John N. Spinney, Jr., Authorized Representative | 06/14/2023 | |
| /s/ Bracebridge Capital, LLC, By John N. Spinney, Jr., Authorized Representative | 06/14/2023 | |
| ** 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. | ||