Amended Statement of Ownership (sc 13g/a)
09 3월 2019 - 6:38AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
MODERN MEDIA ACQUISITION
CORP.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
60765P103
(CUSIP Number)
February 28, 2019
(Date of Event which
Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[X] Rule 13d-1(b)
[_] Rule 13d-1(c)
[_] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a
reporting persons 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
).
SCHEDULE 13G/A
1
|
Names of Reporting Persons
|
|
|
|
Polar Asset Management Partners Inc.
|
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
|
|
|
|
Canada
|
|
5
|
Sole Voting Power
|
|
|
|
Number of
|
|
2,462,176
|
Shares
|
6
|
Shared Voting Power
|
Beneficially
|
|
|
Owned by Each
|
|
|
Reporting Person
|
7
|
Sole Dispositive Power
|
With:
|
|
|
|
|
2,462,176
|
|
8
|
Shared Dispositive Power
|
|
|
|
|
|
|
9
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
|
|
|
|
2,462,176
|
10
|
Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions)
|
|
|
|
[ ]
|
11
|
Percent of class represented by amount in row
(9)
|
|
|
|
12.35%
|
12
|
Type of Reporting Person (See Instructions)
|
|
|
|
IA
|
Page 2 of 5
Item 1.
(a)
|
Name of Issuer:
|
|
|
|
The name of the issuer is Modern Media Acquisition Corp.
(the
Company
).
|
|
|
(b)
|
Address of Issuers Principal Executive
Offices:
|
|
|
|
The Companys principal executive offices are located at
3414 Peachtree Road, Suite 480, Atlanta, GA,
30326.
|
Item 2.
(a)
|
Name of Person Filing:
|
|
|
|
This statement is filed by Polar Asset Management
Partners Inc., a company incorporated under the laws of Ontario, Canada,
which serves as the investment advisor to Polar Multi-Strategy Master
Fund, a Cayman Islands exempted company ("
PMSMF
") and certain
managed accounts (together with PMSMF, the
Polar Vehicles
), with
respect to the Shares (as defined below) directly held by the Polar
Vehicles.
|
|
|
|
The filing of this statement should not be construed as
an admission that the Reporting Person is, for the purposes of Section 13
of the Act, the beneficial owner of the Shares reported herein.
|
|
|
(b)
|
Address of Principal Business Office or, if None,
Residence:
|
|
|
|
The address of the business office of the Reporting
Person is 401 Bay Street, Suite 1900, PO Box 19, Toronto, Ontario M5H 2Y4,
Canada.
|
|
|
(c)
|
Citizenship:
|
|
|
|
The citizenship of the Reporting Person is
Canada.
|
|
|
(d)
|
Title and Class of Securities:
|
|
|
|
Common Stock, par value $0.0001 per share (the
Shares
).
|
|
|
(e)
|
CUSIP No.:
|
|
|
|
60765P103
|
Item 3.
|
If this statement is filed pursuant to §§ 240.13d-1(b)
or 240.13d-2(b) or (c), check whether the
person filing is a:
|
|
(a)
|
[_]
|
Broker or dealer registered under Section 15 of the
Act;
|
|
|
|
|
|
(b)
|
[_]
|
Bank as defined in Section 3(a)(6) of the Act;
|
|
|
|
|
|
(c)
|
[_]
|
Insurance company as defined in Section 3(a)(19) of the
Act;
|
|
|
|
|
|
(d)
|
[_]
|
Investment company registered under Section 8 of the
Investment Company Act of 1940;
|
|
|
|
|
|
(e)
|
[_]
|
An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
|
|
|
|
|
|
(f)
|
[_]
|
An employee benefit plan or endowment fund in accordance
with Rule 13d-1(b)(1)(ii)(F);
|
Page 3 of 5
|
(g)
|
[_]
|
A parent holding company or control person in accordance
with Rule 13d-1(b)(1)(ii)(G);
|
|
|
|
|
|
(h)
|
[_]
|
A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
|
|
|
|
|
|
(i)
|
[_]
|
A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment Company Act of
1940;
|
|
|
|
|
|
(j)
|
[X]
|
A non-U.S. institution in accordance with Rule
240.13d-1(b)(1)(ii)(J);
|
|
|
|
|
|
(k)
|
[_]
|
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
|
If filing as a non-U.S. institution in accordance with
Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
|
|
|
|
The Reporting Person is an investment fund manager,
portfolio manager, exempt market dealer and commodity trading manager
registered with the Ontario Securities Commission.
|
|
|
Item 4.
|
Ownership
|
|
|
|
The percentages used herein are calculated based upon
19,932,319 Shares outstanding as of February 8, 2019 as disclosed in the
Companys Current Report on Form 8-K, filed with the Securities and
Exchange Commission on February 13, 2019.
|
|
|
|
The information required by Items 4(a) - (c) is set forth
in Rows 5 - 11 of the cover page for the Reporting Person and is
incorporated herein by reference.
|
|
|
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 five percent of the class of securities, check the
following [ ].
|
|
|
Item 6.
|
Ownership of more than Five Percent on Behalf of
Another Person.
|
|
|
|
See Item 2. The Polar Vehicles have the right to receive
or the power to direct the receipt of dividends from or the proceeds from
the sale of more than 5% of the Shares.
|
|
|
Item 7.
|
Identification and classification of the subsidiary
which acquired the security being reported on
by the parent holding
company or control person.
|
|
|
|
Not applicable.
|
|
|
Item 8.
|
Identification and classification of members of the
group.
|
|
|
|
Not applicable.
|
|
|
Item 9.
|
Notice of Dissolution of Group.
|
|
|
|
Not applicable.
|
Page 4 of 5
Item 10.
|
Certifications.
|
|
|
|
By signing below the Reporting Person certifies that, to
the best of its knowledge and belief, (i) 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 and (ii) the foreign
regulatory schemes applicable to investment fund managers and
broker-dealers are substantially comparable to the regulatory schemes
applicable to the functionally equivalent U.S. institutions. The Reporting
Person also undertakes to furnish to the Commission staff, upon request,
information that would otherwise be disclosed in a Schedule 13D.
|
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.
Dated: March 8, 2019
POLAR ASSET MANAGEMENT PARTNERS INC.
/s/ Greg Lemaich
Name: Greg
Lemaich
Title: General Counsel
Page 5 of 5
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