Home/Filings/3/0001104659-21-091744
3//SEC Filing

Tiger Infrastructure Partners Co-Invest B LP 3

Accession 0001104659-21-091744

CIK 0001821850other

Filed

Jul 12, 8:00 PM ET

Accepted

Jul 13, 5:10 PM ET

Size

13.9 KB

Accession

0001104659-21-091744

Insider Transaction Report

Form 3
Period: 2021-07-09
Holdings
  • Private Units

    (indirect: Tiger Infrastructure Partners Sunlight Feeder LP)
    Class A Common Stock (21,179,370 underlying)
  • Class A Common Stock

    (indirect: Tiger Infrastructure Partners Co-Invest B LP)
    8,437,552
Holdings
  • Class A Common Stock

    (indirect: Tiger Infrastructure Partners Co-Invest B LP)
    8,437,552
  • Private Units

    (indirect: Tiger Infrastructure Partners Sunlight Feeder LP)
    Class A Common Stock (21,179,370 underlying)
Holdings
  • Private Units

    (indirect: Tiger Infrastructure Partners Sunlight Feeder LP)
    Class A Common Stock (21,179,370 underlying)
  • Class A Common Stock

    (indirect: Tiger Infrastructure Partners Co-Invest B LP)
    8,437,552
Holdings
  • Class A Common Stock

    (indirect: Tiger Infrastructure Partners Co-Invest B LP)
    8,437,552
  • Private Units

    (indirect: Tiger Infrastructure Partners Sunlight Feeder LP)
    Class A Common Stock (21,179,370 underlying)
Footnotes (3)
  • [F1]Tiger Infrastructure Partners Co-Invest B LP ("Co-Invest B") received these shares of Class A Common Stock pursuant to the Business Combination Agreement (the "Business Combination Agreement"), dated as of January 21, 2021, by and among Spartan Acquisition Corp. II ("Spartan"), Sunlight Financial LLC ("Sunlight"), and certain related parties. In connection with the consummation of the transactions contemplated by the Business Combination Agreement, on July 9, 2021, Sunlight became a majority-owned subsidiary of Spartan and Spartan was renamed Sunlight Financial Holdings Inc. (the "Company"). Co-Invest B received Class A Common Stock in Spartan in exchange for its interests in Sunlight.
  • [F2]Tiger Infrastructure Partners Sunlight Feeder LP ("Fund I Sunlight Holdco") received these Private Units pursuant to the Business Combination Agreement. Each Private Unit consists of a Class EX Unit issued by Sunlight, together with one share of Class C Common Stock issued by the Company. Each Private Unit is exchangeable, subject to certain conditions, for either one share of Class A Common Stock, or at Sunlight's election, an amount of cash equivalent to the market value of one share of Class A Common Stock, pursuant to and in accordance with the terms of the Fifth Amended and Restated Limited Liability Company Agreement of Sunlight. The Class C Common Stock will vote together with the Class A Common Stock as a single class, but will have no economic rights. These exchange rights do not expire.
  • [F3]Tiger Infrastructure Partners LP (the "US Advisor") is the investment manager of Tiger Infrastructure Partners AIV I LP ("Fund I AIV") and Co-Invest B. Fund I Sunlight Holdco is a wholly-owned subsidiary of Fund I AIV. The US Advisor is managed by its general partner Emil Henry III LLC ("EH III"); EH III is managed by its sole managing member, Henry Tiger Holdings LLC ("HTH"); HTH is managed by its sole managing member, Emil Henry LLC ("EH LLC"). Emil W. Henry, Jr. is the sole managing member of EH LLC and is also a member of the Board of Directors of the Company. Mr. Henry disclaims beneficial ownership of all securities beneficially owned by the Reporting Persons except to the extent of his pecuniary interest therein.

Issuer

Sunlight Financial Holdings Inc.

CIK 0001821850

Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001695512

Filing Metadata

Form type
3
Filed
Jul 12, 8:00 PM ET
Accepted
Jul 13, 5:10 PM ET
Size
13.9 KB