CUSIP No. H33700107
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13G
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Page 2 of 9
Pages
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1
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NAME OF REPORTING PERSON
Third Point LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
9,820,934 (including 1,333,333 Ordinary Shares issuable upon the exercise of Warrants)
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
9,820,934 (including 1,333,333 Ordinary Shares issuable upon the exercise of Warrants)
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,820,934 (including 1,333,333 Ordinary Shares issuable upon the exercise of Warrants)
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.2%
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12
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TYPE OF REPORTING PERSON
OO
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CUSIP No. H33700107
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13G
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Page 3 of 9
Pages
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1
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NAME OF REPORTING PERSON
Daniel S. Loeb
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
9,820,934 (including 1,333,333 Ordinary Shares issuable upon the exercise of Warrants)
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
9,820,934 (including 1,333,333 Ordinary Shares issuable upon the exercise of Warrants)
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,820,934 (including 1,333,333 Ordinary Shares issuable upon the exercise of Warrants)
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.2%
|
|
12
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TYPE OF REPORTING PERSON
IN
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(i)
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Third Point LLC, a Delaware limited liability company (the “Management Company”), which serves as investment manager or adviser to a variety of hedge funds and managed accounts (all such funds and accounts, collectively, the “Funds”), with respect to Ordinary Shares (as defined in Item 2(d)) and Warrants (as defined in Item 4) directly owned by the Funds; and
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(ii)
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Mr. Daniel S. Loeb (“Mr. Loeb”), who is
the Chief Executive Officer of the Management Company and controls its business activities, with respect to Ordinary Shares indirectly beneficially owned by Mr. Loeb by virtue of such position.
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The Management Company and Mr. Loeb are hereinafter sometimes collectively referred to as the “Reporting Persons.” Any disclosures
herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
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Item 3:
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If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:
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A.
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[ ]
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Broker or dealer registered under Section 15 of the Act,
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B.
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[ ]
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Bank as defined in Section 3(a)(6) of the Act,
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C.
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[ ]
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Insurance Company as defined in Section 3(a)(19) of the Act,
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D.
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[ ]
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Investment Company registered under Section 8 of the Investment Company Act of 1940,
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E.
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[ ]
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Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E),
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F.
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[ ]
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Employee Benefit Plan or Endowment Fund in accordance with 13d-1 (b)(1)(ii)(F),
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G.
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[ ]
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Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G),
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H.
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[ ]
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Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act,
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I.
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[ ]
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Church Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of
1940,
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J.
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[ ]
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Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
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(i)
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Sole power to vote or direct the vote: -0-
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(ii)
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Shared power to vote or direct the vote: 9,820,934 (including 1,333,333 Ordinary Shares issuable upon the exercise of Warrants)
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(iii)
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Sole power to dispose or direct the disposition: -0-
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(iv)
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Shared power to dispose or direct the disposition: 9,820,934 (including 1,333,333 Ordinary Shares issuable upon the exercise of
Warrants)
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(i)
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Sole power to vote or direct the vote: -0-
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(ii)
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Shared power to vote or direct the vote: 9,820,934 (including 1,333,333 Ordinary Shares issuable upon the exercise of Warrants)
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(iii)
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Sole power to dispose or direct the disposition: -0-
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(iv)
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Shared power to dispose or direct the disposition: 9,820,934 (including 1,333,333 Ordinary Shares issuable upon the exercise of
Warrants)
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THIRD POINT LLC
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By: Daniel S. Loeb, Chief Executive Officer
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By:
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/s/ William Song
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Name: William Song
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Title: Attorney-in-Fact
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DANIEL S. LOEB
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By:
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/s/ William Song
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Name: William Song
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Title: Attorney-in-Fact
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Exhibit 99.1:
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Joint Filing Agreement, dated July 10, 2023, by and between Third Point LLC and Daniel S. Loeb.
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Exhibit 99.2:
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Power of Attorney granted by Daniel S. Loeb in favor of William Song and Joshua L. Targoff, dated February 17, 2021, was previously
filed with the SEC on March 4, 2021 as Exhibit 24 to the Form 4 filed by Third Point LLC and Daniel S. Loeb with respect to Radius Global Infrastructure Inc. and is incorporated herein by reference.
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