|CUSIP No. 51818V106
||Page 7 of 13 pages
Security and Issuer.
This statement on Schedule 13D (the “Schedule 13D”) relates to the
shares of Common Stock, par value $0.0001 per share (the “Common
Stock”), of Latch, Inc., a Delaware corporation (the “Issuer”)
whose principal executive offices are located at 508 West 26th
Street, Suite 6G, New York, New York 10001.
Prior to the Business Combination (as defined below), the Issuer
was known as TS Innovation Acquisitions Corp. (“TSIA”).
Identity and Background.
The Schedule 13D is being filed by the following persons (each a
“Reporting Person” and, collectively, the “Reporting Persons”):
1) Avenir Latch Investors, LLC
2) Avenir Latch Investors II, LLC
3) Avenir Latch Investors III, LLC
4) Avenir Management Company, LLC
5) James M. Reynolds, IV
6) Andrew Sugrue
Each of the Reporting Persons, except for Messrs. Reynolds and
Sugrue, is organized under the laws of the State of Delaware.
Messrs. Reynolds and Sugrue are citizens of the United States. The
business address of each of the Reporting Persons is c/o Avenir
Management Company, LLC, 135 Fifth Avenue, 7th Floor, New York, NY
10010. The Reporting Persons are principally engaged in managing
their investments in the securities of the Issuer.
Information with respect to the members and officers of Avenir
Management Company, LLC (collectively, the “Related Persons”),
including the name, business address, present principal occupation
or employment and citizenship of each of the Related Persons is
listed on the attached Schedule A, which is incorporated herein by
During the last five years, none of the Reporting Persons or
Related Persons (i) has been convicted in any criminal
proceeding (excluding traffic violations or similar misdemeanors)
or (ii) was a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
Source and Amount of Funds or Other
Item 4 below summarizes certain provisions of the Merger Agreement,
as defined below, that pertain to the securities acquired by the
Reporting Persons. In connection with the Merger Agreement, Avenir
Latch Investors III, LLC entered into a subscription agreement,
whereby it acquired 10,000 shares of Common Stock at a purchase
price of $10.00 per share. Following the consummation of the
Business Combination, the Reporting Persons’ existing common stock
in Latch, Inc., a Delaware corporation (“Legacy Latch”),
automatically converted into shares of Common Stock of the Issuer
on a 1-to-0.8971 basis in accordance
with the Merger Agreement.