UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
| RedBall Acquisition Corp. |
|
(Name of Issuer)
|
|
|
| Class A Ordinary Shares, par value $0.0001 per share |
|
(Title of Class of Securities)
|
|
|
| G7417R105 |
|
(CUSIP Number)
|
|
|
|
December 31, 2020
|
|
(Date of Event Which Requires Filing of this Statement)
|
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 2 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
RedBall SponsorCo LP
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Cayman Islands
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER |
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
PN
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 3 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
RedBall SponsorCo GP LLC
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Cayman Islands
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 4 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
RedBird Series 2019 GenPar LLC
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Delaware
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 5 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
RedBird Series 2019 Carry Vehicle LLC
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Delaware
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 6 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
RedBird Capital Partners Holdings LLC
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Delaware
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 7 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
RedBird Capital Partners LLC
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Delaware
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
IA
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 8 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
S2019 RedBall LP
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Cayman Islands
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
PN
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 9 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
RedBird Series 2019, LP
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Delaware
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
PN
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 10 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
RedBird Series 2019 GP Co-Invest, LP
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Delaware
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
PN
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 11 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
RedBird Series 2019 GP Co-Invest GenPar LLC
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Delaware
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
OO
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 12 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
RedBird Holdings Carry Vehicle LP
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Delaware
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
PN
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 13 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
RedBird Series 2019 Holdings Carry Vehicle LP
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
Delaware
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
PN
|
|
|
|||
|
|
|
||||
|
CUSIP No. G7417R105
|
SCHEDULE 13G
|
Page 14 of 16 Pages
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
|
Gerald J. Cardinale
|
|
|
|||
|
|
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☐
|
|||||
|
(b)☐
|
|
|
|||
|
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|
|||
|
|
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
|
United States
|
|
|
|||
|
|
|
||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
|
0
|
|
|
|||
|
|
|
||||
|
6
|
SHARED VOTING POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
0
|
|
|
|||
|
|
|
||||
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
14,195,000
|
|
|
|||
|
|
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
|
☐
|
|
|
|||
|
|
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
19.8%
|
|
|
|||
|
|
|
||||
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
|
IN
|
|
|
|||
|
|
|
||||
|
Item 1(a).
|
Name of Issuer
|
RedBall Acquisition Corp.
|
Item 1(b).
|
Address of Issuer’s Principal Executive Offices
|
|
667 Madison Avenue, 16th Floor
New York, New York 10065
New York, New York 10065
|
Item 2(a).
|
Name of Person Filing
|
This Statement is filed by each of the entities and persons listed below, all of whom together are referred to
herein as the “Reporting Persons”:
|
(i)
|
RedBall SponsorCo LP, a Cayman Islands exempted limited partnership;
|
|
(ii)
|
RedBall SponsorCo GP LLC, a Cayman Islands limited liability company;
|
|
(iii)
|
RedBird Series 2019 GenPar LLC, a Delaware limited liability company;
|
|
(iv)
|
RedBird Series 2019 Carry Vehicle LLC, a Delaware limited liability company;
|
|
(v)
|
RedBird Capital Partners Holdings LLC, a Delaware limited liability company;
|
|
(vi)
|
RedBird Capital Partners LLC, a Delaware limited liability company;
|
|
(vii)
|
S2019 RedBall LP, a Cayman Islands exempted limited partnership;
|
|
(viii)
|
RedBird Series 2019, LP, a Delaware limited partnership;
|
|
(ix)
|
RedBird Series 2019 GP Co-Invest, LP, a Delaware limited partnership;
|
|
(x)
|
RedBird Series 2019 GP Co-Invest GenPar LLC, a Delaware limited liability company;
|
|
(xi)
|
RedBird Holdings Carry Vehicle LP, a Delaware limited partnership;
|
|
(xii)
|
RedBird Series 2019 Holdings Carry Vehicle LP, a Delaware limited partnership; and
|
|
(xiii)
|
Gerald J. Cardinale
|
*Attached as Exhibit A is a copy of an agreement among the Reporting Persons that this
Schedule 13G is being filed on behalf of each of them.
|
Item 2(b).
|
Address of Principal Business Office or, if none, Residence
|
The address of the principal business office of each of the Reporting Persons is:
c/o RedBall SponsorCo LP
667 Madison Avenue, 16th Floor
New York, New York 10065
New York, New York 10065
|
Item 2(c).
|
Citizenship
|
See Item 4 of the attached cover pages.
|
Item 2(d).
|
Title of Class of Securities
|
Class A Ordinary Shares, par value $0.0001 per share (“Class A Ordinary Shares”)
|
Item 2(e).
|
CUSIP Number:
|
G7417R105
|
Item 3.
|
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b)
or (c), check whether the person filing is a:
|
Not Applicable.
|
Item 4.
|
Ownership
|
RedBall SponsorCo LP is the record holder of 14,195,000 Class B ordinary shares (“Class B Ordinary Shares”). The
Class B Ordinary Shares will automatically convert into Class A Ordinary Shares concurrently with or immediately following the consummation of the Issuer’s merger, share exchange, asset acquisition,
share purchase, reorganization or similar business combination with one or more businesses that the Issuer has not yet identified, or earlier at the option of the holder thereof, on a one-for-one
basis, subject to adjustment as described in the Issuer’s Prospectus filed with the Securities and Exchange Commission (“SEC”) on August 13, 2020. As a result of RedBall SponsorCo LP’s present
ability to convert the Class B Ordinary Shares of which it is the record owner into an equivalent number of Class A Ordinary Shares, RedBall SponsorCo LP has beneficial ownership over the Class A
Ordinary Shares reported herein.
RedBall SponsorCo GP LLC is the general partner of RedBall SponsorCo LP and has voting and investment discretion
with respect to the Class B Ordinary Shares held of record by RedBall SponsorCo LP. RedBird Series 2019 GenPar LLC is the sole member of RedBall SponsorCo GP LLC. S2019 RedBall LP is a limited
partner of RedBall SponsorCo LP. RedBird Series 2019, LP is a limited partner of S2019 RedBall LP. RedBird Series 2019 GP Co-Invest, LP is a limited partner of S2019 RedBall LP. RedBird Series 2019
GP Co-Invest GenPar LLC is the general partner of RedBird Series 2019 GP Co-Invest, LP.
RedBird Series 2019 Carry Vehicle LLC is the sole member of RedBird Series 2019 GenPar LLC. RedBird Capital
Partners Holdings LLC is the sole member of RedBird Series 2019 Carry Vehicle LLC. RedBird Capital Partners LLC is the manager of RedBird Capital Partners Holdings LLC. RedBird Holdings Carry
Vehicle LP is a member of RedBird Capital Partners LLC. RedBird Series 2019 Holdings Carry Vehicle LP is a limited partner of RedBird Holdings Carry Vehicle LP.
Gerald J. Cardinale is a limited partner of RedBird Series 2019 Holdings Carry Vehicle LP and the managing member
of RedBird Capital Partners LLC.
As a result of the aforementioned relationships, Mr. Cardinale and each of the foregoing entities may be deemed
to share beneficial ownership of the Class A Ordinary Shares of which RedBall SponsorCo LP is the beneficial owner. Mr. Cardinale and each of the foregoing entities disclaims any beneficial ownership
of the reported shares other than to the extent of any pecuniary interest he or it may have therein, directly or indirectly, and the filing of this Schedule 13G should not be construed as an admission
that any of the Reporting Persons is, for purposes of Section 13 of the Securities Exchange Act of 1934 (as amended, the “Exchange Act”), the beneficial owner of the Class A Ordinary Shares reported
herein.
The beneficial ownership percentage set forth in this Schedule 13G is calculated as determined pursuant to Rule
13d-3 of the Exchange Act, and is based upon the 57,500,000 Class A Ordinary Shares outstanding as of November 12, 2020, as reported in the Form 10-Q filed by the Issuer with the SEC on November 13,
2020, together with the 14,195,000 Class A Ordinary Shares that RedBall SponsorCo LP has the right to obtain, within sixty days, upon conversion of the Class B Ordinary Shares of which RedBall
SponsorCo LP is the record owner.
|
Item 5.
|
Ownership of Five Percent or Less of a Class
|
Not applicable.
|
Item 6.
|
Ownership of More Than Five Percent on Behalf of Another Person
|
Not applicable.
|
Item 7.
|
Identification and Classification of the Subsidiary which Acquired
the Security Being Reported on by the Parent Holding Company or Control Person
|
Not applicable.
|
Item 8.
|
Identification and Classification of Members of the Group
|
Not applicable.
|
Item 9.
|
Notice of Dissolution of Group
|
Not applicable.
|
Item 10.
|
Certification
|
Not applicable.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
Dated: February 11, 2021
|
|
RedBall Sponsor Co. LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBall SponsorCo GP LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Series 2019 GenPar LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Series 2019 Carry Vehicle LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Capital Partners Holdings LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Capital Partners LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
S2019 RedBall LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Series 2019, LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Series 2019 GP Co-Invest, LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Series 2019 GP Co-Invest GenPar LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Holdings Carry Vehicle LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Series 2019 Holdings Carry Vehicle LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
Gerald J. Cardinale
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
APPENDIX A
JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all
subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing
additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for
the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the
completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such
information is inaccurate.
Dated: February 11, 2021
|
|
RedBall Sponsor Co. LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBall SponsorCo GP LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Series 2019 GenPar LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Series 2019 Carry Vehicle
LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Capital Partners Holdings LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Capital Partners LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
S2019 RedBall LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Series 2019, LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Series 2019 GP
Co-Invest, LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Series 2019 GP
Co-Invest GenPar LLC
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird Holdings Carry
Vehicle LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
RedBird
Series 2019 Holdings Carry Vehicle LP
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||
|
|
Title:
|
Authorized Signatory
|
||
|
|
Gerald J. Cardinale
|
|||
|
|
By:
|
/s/ Gerald J. Cardinale
|
||
|
|
Name:
|
Gerald J. Cardinale
|
||