Statement of Ownership (sc 13g)
April 18 2022 - 4:10PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
(Amendment
No. )*
Finnovate
Acquisition Corp.
(Name
of Issuer)
Class
A ordinary shares, par value $0.0001 per share
(Title
of Class of Securities)
G3R34K103
(CUSIP
Number)
December
31, 2021
(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) |
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|
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☐ |
Rule
13d-1(c) |
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|
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☒ |
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. G3R34K103 | 13G | Page 2 of 8
Pages |
| 1 |
NAME
OF REPORTING PERSONS
Finnovate
Sponsor L.P. |
| 2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a)
☐
(b)
☐ |
| 3 |
SEC
USE ONLY
|
| 4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Israel |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
5 |
SOLE
VOTING POWER
--- |
| 6 |
SHARED
VOTING POWER
4,237,500
(*) (**) |
| 7 |
SOLE
DISPOSITIVE POWER
— |
| 8 |
SHARED
DISPOSITIVE POWER
4,237,500
(*) (**) |
| 9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,237,500
(*) (**) |
| 10 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See instructions)
☐ |
| 11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
19.5%
(*) (**) (***) |
| 12 |
TYPE
OF REPORTING PERSON (See instructions)
PN |
(*)
The beneficial ownership of the securities reported herein is described in Item 4(a).
(**)
Does not include warrants to purchase 8,243,038 Class A ordinary shares that are not currently exercisable.
(***)
Beneficial ownership percentage is calculated based on 21,712,500 Class A ordinary shares outstanding as of December 31, 2022 (which
includes 4,312,500 Class A ordinary shares issuable upon conversion of an equivalent number of Class B ordinary shares).
| CUSIP No. G3R34K103 | 13G | Page 3 of 8
Pages |
| 1 |
NAME
OF REPORTING PERSONS
Finnovate
Sponsor LLC |
| 2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a)
☐
(b)
☐ |
| 3 |
SEC
USE ONLY
|
| 4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Israel |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
5 |
SOLE
VOTING POWER
--- |
| 6 |
SHARED
VOTING POWER
4,237,500
(*) (**) |
| 7 |
SOLE
DISPOSITIVE POWER
— |
| 8 |
SHARED
DISPOSITIVE POWER
4,237,500
(*) (**) |
| 9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,237,500
(*) (**) |
| 10 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See instructions)
☐ |
| 11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
19.5%
(*) (**) (***) |
| 12 |
TYPE
OF REPORTING PERSON (See instructions)
OO |
(*)
The beneficial ownership of the securities reported herein is described in Item 4(a).
(**)
Does not include warrants to purchase 8,243,038 Class A ordinary shares that are not currently exercisable.
(***)
Beneficial ownership percentage is calculated based on 21,712,500 Class A ordinary shares outstanding as of December 31, 2022 (which
includes 4,312,500 Class A ordinary shares issuable upon conversion of an equivalent number of Class B ordinary shares).
| CUSIP No. G3R34K103 | 13G | Page 4 of 8
Pages |
| Item
1. |
(a) |
Name
of Issuer: |
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Finnovate
Acquisition Corp. |
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(b) |
Address
of Issuer’s Principal Executive Offices: |
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|
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The
White House, 20 Genesis Close, George Town, Grand Cayman KY1 1208, Cayman Islands |
| Item
2. |
(a) |
Name
of Person Filing: |
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|
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Finnovate
Sponsor L.P. |
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|
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Finnovate
Sponsor LLC |
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|
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(b) |
Address
of Principal Business Office: |
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|
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Finnovate
Sponsor L.P. – 1007 N. Orange St., 10th Floor, Wilmington, DE 19801 |
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Finnovate
Sponsor LLC – 1007 N. Orange St., 10th Floor, Wilmington, DE 19801 |
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(c)
Citizenship: |
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Finnovate
Sponsor L.P. – Delaware |
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Finnovate
Sponsor LLC – Delaware |
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(d)
Title of Class of Securities: |
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Class
A ordinary shares, par value $0.0001 per share |
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(e) |
CUSIP
Number: |
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|
G3R34K103 |
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| Item
3. |
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Not
applicable. |
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| Item
4. |
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Ownership: |
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|
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(a) |
Amount
beneficially owned: |
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See
row 9 of cover page of each reporting person. |
| CUSIP No. G3R34K103 | 13G | Page 5 of 8
Pages |
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The
Reporting Persons own shares of Class B ordinary shares. The Class B ordinary shares will automatically convert into Class A ordinary
shares on the first business day following the Issuer’s completion of an initial business combination on a one-for-one basis,
subject to adjustment as further described herein. In the case that additional Class A ordinary shares, or equity-linked securities
convertible or exercisable for Class A ordinary shares, are issued or deemed issued in excess of the amounts issued in the Issuer’s
initial public offering (“IPO”) and related to the closing of the initial business combination, the ratio at which
Class B ordinary shares will convert into Class A ordinary shares will be adjusted (subject to waiver by holders of a majority of
the Class B ordinary shares then in issue) so that the number of Class A ordinary shares issuable upon conversion of all Class B
ordinary shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of the ordinary shares issued and outstanding
upon the completion of the IPO plus the number of Class A ordinary shares and equity-linked securities issued or deemed issued in
connection with the IPO (net of redemptions), excluding 150,000 Class A ordinary shares issued to the representative of the underwriters
in the IPO (EarlyBirdCapital, Inc.) and its designees in a private placement prior to the IPO and any Class A ordinary shares or
equity-linked securities issued, or to be issued, to any seller in the initial business combination and any private warrants issued
to Finnovate Sponsor L.P. (“Finnovate Sponsor”), a partner or affiliate of Finnovate Sponsor, or any of the Issuer’s
officers or directors. |
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The
shares reported herein are held of record by Finnovate Sponsor, a Delaware limited partnership. Finnovate Sponsor LLC, a Delaware
limited liability company that is wholly-owned by Mr. David Gershon (Chief Executive Officer of the Issuer), Mr. Ron Golan (Chief
Financial Officer of the Issuer) and Mr. Uri Chaitchik (Senior Consultant to the Issuer), serves as the sole general partner of Finnovate
Sponsor. Mr. Gershon, Mr. Golan and Mr. Chaitchik serve as the directors of the general partner, and make all investment and voting
decisions by majority vote. The limited partnership interests of Finnovate Sponsor are held by various individuals and entities.
Mr. Gershon, Mr. Golan and Mr. Chaitchik disclaim beneficial ownership of the securities held by Finnovate Sponsor other than to
the extent of their direct or indirect pecuniary interest in such securities. Each of the Issuer’s officers, directors and
director nominees are direct and indirect members of Finnovate Sponsor, or have direct or indirect economic interests in Finnovate
Sponsor. |
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(b) |
Percent
of class: |
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See
row 11 of cover page of each reporting person |
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(c) |
Number
of shares as to which such person has: |
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(i) |
Sole
power to vote or to direct the vote: |
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See
row 5 of cover page of each reporting person |
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(ii) |
Shared
power to vote or to direct the vote: |
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See
row 6 of cover page of each reporting person and note in Item 4(a) above |
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(iii) |
Sole
power to dispose or to direct the disposition of: |
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See
row 7 of cover page of each reporting person |
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(iv) |
Shared
power to dispose or to direct the disposition of: |
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See
row 8 of cover page of each reporting person and note in Item 4(a) above |
| CUSIP No. G3R34K103 | 13G | Page 6 of 8
Pages |
| Item
5. |
Ownership
of Five Percent or Less of a Class: |
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Not
applicable. |
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| Item
6. |
Ownership
of More than Five Percent on Behalf of Another: |
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Not
applicable. |
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| Item
7. |
Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person: |
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Not
applicable. |
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| Item
8. |
Identification
and Classification of Members of the Group: |
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Not
applicable. |
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| Item
9. |
Notice
of Dissolution of Group: |
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Not
applicable. |
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| Item
10. |
Certification: |
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Not
applicable. |
| CUSIP No. G3R34K103 | 13G | Page 7 of 8
Pages |
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.
| April
18, 2022 |
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Finnovate
Sponsor L.P. |
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Through
its General Partner, |
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Finnovate
Sponsor LLC |
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|
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/s/
Ron Golan |
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By: |
Ron
Golan |
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Title: |
Director |
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Finnovate
Sponsor LLC |
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/s/
David Gershon |
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By: |
David
Gershon |
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Title: |
Director |
| CUSIP No. G3R34K103 | 13G | Page 8 of 8
Pages |
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