Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
* 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. G8675N117
|
1
|
|
NAMES
OF REPORTING PERSONS
|
|
|
|
MAGNETAR
FINANCIAL LLC
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|
2
|
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
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(a) ¨
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(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
|
|
|
|
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Delaware
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|
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5
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SOLE
VOTING POWER
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|
|
|
|
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NUMBER
OF
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0
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|
SHARES
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6
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SHARED
VOTING POWER
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|
BENEFICIALLY
|
|
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OWNED
BY
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1,100,000
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EACH
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7
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SOLE
DISPOSITIVE POWER
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|
REPORTING
|
|
|
|
PERSON
|
|
0
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WITH:
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8
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|
SHARED
DISPOSITIVE POWER
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|
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|
|
|
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1,100,000
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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|
|
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1,100,000
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|
10
|
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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|
|
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¨
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|
11
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|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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|
|
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5.12%
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|
12
|
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
|
|
IA, OO
|
CUSIP No. G8675N117
|
1
|
|
NAMES
OF REPORTING PERSONS
|
|
|
|
MAGNETAR CAPITAL PARTNERS LP
|
|
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
|
|
|
|
|
|
Delaware
|
|
|
5
|
|
SOLE
VOTING POWER
|
|
|
|
|
|
NUMBER
OF
|
|
0
|
|
SHARES
|
6
|
|
SHARED
VOTING POWER
|
|
BENEFICIALLY
|
|
|
|
OWNED
BY
|
|
1,100,000
|
|
EACH
|
7
|
|
SOLE
DISPOSITIVE POWER
|
|
REPORTING
|
|
|
|
PERSON
|
|
0
|
|
WITH:
|
8
|
|
SHARED
DISPOSITIVE POWER
|
|
|
|
|
|
|
|
1,100,000
|
|
9
|
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
1,100,000
|
|
10
|
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
|
|
¨
|
|
11
|
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
|
|
5.12%
|
|
12
|
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
|
|
HC, PN
|
CUSIP No. G8675N117
|
1
|
|
NAMES
OF REPORTING PERSONS
|
|
|
|
SUPERNOVA MANAGEMENT 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
|
|
|
|
|
|
Delaware
|
|
|
5
|
|
SOLE
VOTING POWER
|
|
|
|
|
|
NUMBER
OF
|
|
0
|
|
SHARES
|
6
|
|
SHARED
VOTING POWER
|
|
BENEFICIALLY
|
|
|
|
OWNED
BY
|
|
1,100,000
|
|
EACH
|
7
|
|
SOLE
DISPOSITIVE POWER
|
|
REPORTING
|
|
|
|
PERSON
|
|
0
|
|
WITH:
|
8
|
|
SHARED
DISPOSITIVE POWER
|
|
|
|
|
|
|
|
1,100,000
|
|
9
|
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
1,100,000
|
|
10
|
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
|
|
¨
|
|
11
|
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
|
|
5.12%
|
|
12
|
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
|
|
HC, OO
|
CUSIP No. G8675N117
|
1
|
|
NAMES
OF REPORTING PERSONS
|
|
|
|
ALEC N.
LITOWITZ
|
|
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
|
|
|
|
|
|
United States of America
|
|
|
5
|
|
SOLE
VOTING POWER
|
|
|
|
|
|
NUMBER
OF
|
|
0
|
|
SHARES
|
6
|
|
SHARED
VOTING POWER
|
|
BENEFICIALLY
|
|
|
|
OWNED
BY
|
|
1,100,000
|
|
EACH
|
7
|
|
SOLE
DISPOSITIVE POWER
|
|
REPORTING
|
|
|
|
PERSON
|
|
0
|
|
WITH:
|
8
|
|
SHARED
DISPOSITIVE POWER
|
|
|
|
|
|
|
|
1,100,000
|
|
9
|
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
1,100,000
|
|
10
|
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
|
|
¨
|
|
11
|
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
|
|
5.12%
|
|
12
|
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
|
|
HC, IN
|
SCHEDULE 13G
|
|
Item 1(a)
|
Name of Issuer.
|
Target Global Acquisition I Corp. (the “Issuer”)
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|
Item 1(b)
|
Address of Issuer’s Principal Executive Offices.
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PO Box 1093, Boundary Hall,
Cricket Square, Grand Cayman,
KY1-1102, Cayman Islands
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|
Item 2(a)
|
Name of Person Filing.
|
This statement is filed on behalf of
each of the following person (collectively, the “Reporting Persons”):
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|
i)
|
Magnetar Financial LLC (“Magnetar Financial”);
|
|
|
ii)
|
Magnetar Capital Partners LP (Magnetar Capital
Partners”);
|
|
|
iii)
|
Supernova Management LLC (“Supernova
Management”); and
|
|
|
iv)
|
Alec N. Litowitz (“Mr. Litowitz”).
|
This statement relates to the Shares (as defined herein) held for
Magnetar Constellation Master Fund, Ltd (“Constellation Master Fund”), Magnetar Systematic Multi-Strategy Master Fund Ltd
(“Systematic Master Fund”), Magnetar Capital Master Fund Ltd (“Master Fund”) , Magnetar Discovery Master Fund
Ltd ("Discovery Master Fund"), Magnetar Xing He Master Fund Ltd (“Xing He Master Fund”), Purpose Alternative Credit
Fund Ltd ("Purpose Fund"), Magnetar SC Fund Ltd (“SC Fund”), all Cayman Islands exempted companies; Magnetar Structured
Credit Fund, LP (“Structured Credit Fund”), a Delaware limited partnership; Magnetar Lake Credit Fund LLC ("Lake Credit
Fund"), Purpose Alternative Credit Fund - T LLC ("Purpose Fund - T"), Delaware limited liability companies; collectively
(the “Magnetar Funds”). Magnetar Financial serves as the investment adviser to the Magnetar Funds, and as such, Magnetar
Financial exercises voting and investment power over the Shares held for the Magnetar Funds’ accounts. Magnetar Capital Partners
serves as the sole member and parent holding company of Magnetar Financial. Supernova Management is the general partner of Magnetar Capital
Partners. The manager of Supernova Management is Mr. Litowitz.
|
|
Item 2(b)
|
Address of Principal Business Office.
|
The address of the principal business office of
each of Magnetar Financial, Magnetar Capital Partners, Supernova Management, and Mr. Litowitz is 1603 Orrington Avenue, 13th
Floor, Evanston, Illinois 60201.
|
|
Item 2(c)
|
Place of Organization.
|
|
|
i)
|
Magnetar Financial is a Delaware limited
liability company;
|
|
|
ii)
|
Magnetar Capital Partners is a Delaware
limited partnership;
|
|
|
iii)
|
Supernova Management is a Delaware limited
liability company; and
|
|
|
iv)
|
Mr. Litowitz is a citizen of the United
States of America.
|
|
|
Item 2(d)
|
Title of Class of Securities.
|
Common Stock
G8675N117
(e) x
An investment adviser in accordance with §240.13d–1(b)(1)(ii)(E)
(g) x A parent
holding company or control person in accordance with §240.13d–1(b)(1)(ii)(G)
|
|
Item 4(a)
|
Amount Beneficially Owned:
|
As of December 31, 2021, each
of Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Litowitz held 1,100,000 Shares. The amount consists of
(A) 356,676 Shares held for the account of Constellation Master Fund; (B) 54,900 Shares held for the account of Systematic Master Fund;
(C) 36,800 Shares held for the account of Master Fund; (D) 12,000 Shares held for the account of Discovery Master Fund; (E) 143,466 Shares
held for the account of Xing He Master Fund; (F) 67,749 Shares held for the account of Purpose Fund; (G) 94,650 Shares held for the account
of SC Fund; (H) 151,437 Shares held for the account of Structured Credit Fund; (I) 160,404 Shares held for the account of Lake Credit
Fund; and (J) 21,918 Shares held of the account of Purpose Fund - T. The Shares held by the Magnetar Funds represent approximately 5.12%
of the total number of Shares outstanding (calculated pursuant to Rule 13d-3(d)(1)(i)) of the outstanding shares of the Issuer).
|
|
Item 4(b)
|
Percent of Class:
|
(i) As of December 31, 2021, each
of Reporting Persons were deemed to be the beneficial owner constituting approximately 5.12% of the total number of Shares outstanding
(based upon the information provided by the Issuer in its Form 8-K filed with the SEC on December 29, 2021, there were approximately
21,489,658 Shares outstanding as of December 29, 2021).
|
|
Item4(c)
|
Number of Shares
of which such person has:
|
Magnetar Financial, Magnetar Capital Partners,
Supernova Management, and Mr. Litowitz:
|
|
(i)
|
Sole power to vote or to
direct the vote:
|
0
|
|
|
(ii)
|
Shared power to vote or to direct the vote :
|
1,100,000
|
|
|
(iii)
|
Sole power to dispose or to direct the disposition of:
|
0
|
|
|
(iv)
|
Shared power to dispose or to direct the disposition of:
|
1,100,000
|
|
|
Item 5
|
Ownership of Five Percent or Less of a Class.
|
If this statement is being filed
to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the
class of securities, check the following ¨.
|
|
Item 6
|
Ownership of More Than Five Percent on Behalf of Another Person.
|
This Item 6 is not applicable.
|
|
Item 7
|
Identification and Classification of the Subsidiary which Acquired
the Security Being Reported On by the Parent Holding Company.
|
This Item 7 is not applicable.
|
|
Item 8
|
Identification and Classification of Members of the Group.
|
This Item 8 is not applicable.
|
|
Item 9
|
Notice of Dissolution of Group.
|
This Item 9 is not applicable.
By signing below the Reporting
Persons certifies that, to the best of their knowledge and belief, the securities referred to above were acquired and are held in the
ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction
having that purpose or effect.
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.
|
Date:
February 4, 2022
|
magnetar financial llc
|
|
|
|
|
|
By:
|
Magnetar Capital Partners LP, its Sole Member
|
|
|
|
|
By:
|
/s/ Alec N. Litowitz
|
|
|
Name:
|
Alec N. Litowitz
|
|
|
Title: Manager of Supernova Management LLC, the
General Partner of Magnetar Capital Partners LP
|
|
|
|
|
Date:
February 4, 2022
|
magnetar capital partners LP
|
|
|
|
|
|
By:
|
Supernova Management LLC, its General Partner
|
|
|
|
|
|
By:
|
/s/ Alec N. Litowitz
|
|
|
Name:
|
Alec N. Litowitz
|
|
|
Title:
|
Manager of Supernova Management LLC
|
|
|
|
|
Date:
February 4, 2022
|
supernova management llc
|
|
|
|
|
|
By:
|
/s/ Alec N. Litowitz
|
|
|
Name:
|
Alec N. Litowitz
|
|
|
Title:
|
Manager
|
|
|
|
Date: February 4,
2022
|
/s/ Alec N. Litowitz
|
|
|
Alec N. Litowitz
|
EXHIBIT INDEX
|
Ex.
|
|
|
A
|
Joint Filing
Agreement
|
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement
on Schedule 13G with respect to the Shares of Target Global Acquisition I Corp. dated as of December 31, 2021 is, and any amendments
thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to
and in accordance with the previsions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
|
Date:
February 4, 2022
|
magnetar financial llc
|
|
|
|
|
|
By:
|
Magnetar Capital Partners LP, its Sole Member
|
|
|
|
|
By:
|
/s/ Alec N. Litowitz
|
|
|
Name:
|
Alec N. Litowitz
|
|
|
Title: Manager of Supernova Management LLC, the
General Partner of Magnetar Capital Partners LP
|
|
|
|
|
Date:
February 4, 2022
|
magnetar capital partners LP
|
|
|
|
|
|
By:
|
Supernova Management LLC, its General Partner
|
|
|
|
|
|
By:
|
/s/ Alec N. Litowitz
|
|
|
Name:
|
Alec N. Litowitz
|
|
|
Title:
|
Manager of Supernova Management LLC
|
|
|
|
|
Date:
February 4, 2022
|
supernova management llc
|
|
|
|
|
|
By:
|
/s/ Alec N. Litowitz
|
|
|
Name:
|
Alec N. Litowitz
|
|
|
Title:
|
Manager
|
|
|
|
Date: February 4,
2022
|
/s/ Alec N. Litowitz
|
|
|
Alec N. Litowitz
|