(3) Based on a Schedule 13G filed by Aristeia Capital, L.L.C. with the SEC on February 14, 2022. The principal business address for Aristeia Capital, L.L.C. is One Greenwich Plaza, 3rd Floor, Greenwich, CT 06830.
(4) Based on a Schedule 13G filed by Cantor Fitzgerald Securities, Cantor Fitzgerald & Co., Cantor Fitzgerald, L.P., CF Group Management, Inc. and Howard W. Lutnick with the SEC on January 27, 2022. Each of Cantor Fitzgerald, L.P., CF Group Management, Inc. and Howard W. Lutnick have shared voting and dispositive power over 1,525,598 shares. Cantor Fitzgerald Securities has shared voting and dispositive power over 1,208,875 shares. Cantor Fitzgerald & Co. has shared voting and dispositive power over 316,723 shares. The principal business address for each of Cantor Fitzgerald Securities, Cantor Fitzgerald & Co., Cantor Fitzgerald, L.P., CF Group Management, Inc. and Howard W. Lutnick is 110 East 59th Street, New York, New York 10022.
(5) Based on a Schedule 13G/A filed by Citadel Advisors LLC, Citadel Advisors Holdings LP, Citadel GP LLC, Citadel Securities LLC, Citadel Securities Group LP, Citadel Securities GP LLC and Mr. Kenneth Griffin. Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC has shared voting and dispositive power over 1,375,000 shares. Each of Citadel Securities LLC, Citadel Securities Group LP and Citadel Securities GP LLC has shared voting and dispositive power over 77,083 shares. Kenneth Griffin has shared voting and dispositive power over 1,452,083 shares. The principal business address for each of Citadel Advisors LLC, Citadel Advisors Holdings LP, Citadel GP LLC, Citadel Securities LLC, Citadel Securities Group LP, Citadel Securities GP LLC and Mr. Kenneth Griffin is 131 S. Dearborn Street, 32nd Floor, Chicago, Illinois 60603.
(5) Based on a Schedule 13G filed by Empyrean Capital Partners, LP, Empyrean Capital Overseas Master Fund, Ltd. and Amos Meron with the SEC on January 25, 2021. Each of Empyrean Capital Partners, LP, Empyrean Capital Overseas Master Fund, Ltd. and Amos Meron has shared voting and dispositive power over the shares. The principal business address for each of Empyrean Capital Partners, LP, Empyrean Capital Overseas Master Fund, Ltd. and Amos Meron is c/o Empyrean Capital Partners, LP, 10250 Constellation Boulevard, Suite 2950, Los Angeles, CA 90067.
Item 13. Certain Relationships and Related Transactions, and Director Independence
In September 2020, our Sponsor purchased an aggregate of 14,375,000 shares of Class B Common Stock for an aggregate purchase price of $25,000, or approximately $0.002 per share. On October 2, 2020, we effected a reverse stock split resulting in our Sponsor holding an aggregate of 11,500,000 founder shares. In November 2020, our Sponsor transferred 25,000 founder shares to each of our independent directors. In December 2020, our Sponsor forfeited 7,441,176 founder shares, resulting in our initial stockholders holding an aggregate of 4,058,824 founder shares. In January 2021, we effected a stock split resulting in our initial stockholders holding 3,066,666 founder shares and 1,803,922 shares which are subject to forfeiture and transfer restrictions unless and until the trading price of our Class A Common Stock exceeds certain price thresholds during specified periods of time following the closing of our initial business combination.
Our Sponsor purchased, pursuant to a written agreement, an aggregate of 5,013,333 warrants at a price of $1.50 per warrant, generating gross proceeds to the Company of $7,520,000 in a private placement that occurred simultaneously with the closing of our Initial Public Offering. Each Private Placement Warrant entitles the holder thereof to purchase one share of our Class A Common Stock at a price of $11.50 per share. The Private Placement Warrants (including the Class A Common Stock issuable upon exercise thereof) may not, subject to certain limited exceptions, be transferred, assigned or sold by the holder.
If any of our officers or directors becomes aware of an initial business combination opportunity that falls within the line of business of any entity to which he or she has then-current fiduciary or contractual obligations, he or she will honor his or her fiduciary or contractual obligations to present such business combination opportunity to such other entity. Our officers and directors currently have certain relevant fiduciary duties or contractual obligations that may take priority over their duties to us.
No compensation of any kind, including any finder’s fee, reimbursement, consulting fee or monies in respect of any payment of a loan, will be paid by us to officers or directors prior to, or in connection with, any services rendered in order to effectuate the consummation of an initial business combination (regardless of the type of transaction that it is). We do not have a policy that prohibits our Sponsor, officers or directors, or any of their respective affiliates, from negotiating for the reimbursement of out-of-pocket expenses by a target business. Our audit committee will review on a quarterly basis all payments that were made to our Sponsor, officers, directors or our or their affiliates and will determine which expenses and the amount of expenses that will be reimbursed. There is no cap or ceiling on the reimbursement of out-of-pocket expenses incurred by such persons in connection with activities on our behalf.
In addition, in order to finance transaction costs in connection with an intended initial business combination, our Sponsor or an affiliate of our Sponsor or certain of our officers and directors may, but are not obligated to, loan us funds as may be required. If we complete