| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | FACA.U | Warrants | Other | $0 | -242K | -8.35% | $0.00 | 2.66M | Nov 29, 2022 | Class A Common Stock | 242K | See Footnote | F1, F2, F3, F4 | |
| transaction | FACA.U | Call option (right to acquire) | Other | $0 | 0 | $0.00* | $0 | Nov 29, 2022 | See Footnotes | $0.00 | See Footnote | F1, F3, F4, F5 |
| Id | Content |
|---|---|
| F1 | On November 29, 2022, Fintech Acquisition LLC (the "Sponsor") distributed for no consideration 242,345 warrants of the Issuer (the "Transferred Securities") to one of its members (the "Member") (the "Distribution"). |
| F2 | Each whole Private Placement Warrant (a "Warrant") is exercisable to purchase one share of Class A Common Stock of the Issuer (each, a "Class A Share") at an exercise price of $11.50 per share, subject to certain anti-dilution adjustments. The Warrants will become exercisable on the later of (i) 30 days after the completion of the Issuer's initial business combination ("IBO") and (ii) 12 months following the closing of the Issuer's IPO. The Warrants (when held by the Sponsor or its permitted transferees) (i) will not be redeemable by the Issuer, (ii) may not (including the Class A Shares issuable upon exercise), subject to certain exceptions, be transferred, assigned or sold until 30 days after the completion of the Issuer's IBO, (iii) may be exercised by the holders on a cashless basis and (iv) will be entitled to registration rights. The Warrants will expire upon the 24-month anniversary of the closing of the IPO if the Issuer's IBO has not been completed prior to such date. |
| F3 | The Sponsor is managed by a Board of Managers, which consists of two individuals--Michael Cagney and Thomas J. Milani. Mr. Cagney is the Chairman of the Board of Directors of the Issuer and Mr. Milani is the Chief Financial Officer of the Issuer. Any actions (including voting and investment decisions) by the Sponsor with respect to the reported securities are made by Board of Managers of the Sponsor and require the unanimous approval of the members of the Board of Managers. As a result, each of Messrs. Cagney and Milani may be deemed to have beneficial ownership over the securities reported herein. |
| F4 | Each of the reporting persons disclaims beneficial ownership over the securities reported herein, except to the extent of his or its pecuniary interest therein. |
| F5 | The Sponsor entered into an agreement with the Member and certain of the Member's affiliates, pursuant to which the Member must cause the Transferred Securities to be contributed back to the Sponsor at the Sponsor's request and in the Sponsor's sole discretion (the "Call Option"). The exercise price for the Call Option is $0. Any such contribution of the Transferred Securities to the Sponsor will be for no consideration. There is no expiration date on the Call Option. |
Exhibit 99 - Joint Filer Statement