|
1
|
NAMES OF REPORTING PERSONS
|
|
|
|
Atalaya Capital Management LP
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a)☒
|
|
|
|
(b)☐
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
|
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
Delaware
|
|
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
|
|
725,000
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
|
0
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
|
725,000
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
725,000
|
|
|
|
|
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
☐
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
2.9%
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
IA, PN
|
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
|
Pinehurst Partners, L.P.
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a)☒
|
|
|
|
(b)☐
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
|
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
Delaware
|
|
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
|
|
0
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
|
0
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
|
0
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
0
|
|
|
|
|
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
☐
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
0%
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
PN
|
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
|
Corbin ERISA Opportunity Fund, Ltd.
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a)☒
|
|
|
|
(b)☐
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
|
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
Cayman Islands
|
|
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
|
|
594,500
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
|
0
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
|
594,500
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
594,500
|
|
|
|
|
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
|
|
|
☐
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
2.3%
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
OO
|
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
|
Corbin Capital Partners GP, LLC
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a)☒
|
|
|
|
(b)☐
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
|
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
Delaware
|
|
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
|
|
855,500
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
|
0
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
|
855,500
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
855,500
|
|
|
|
|
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
|
|
|
☐
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
3.4%
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
OO
|
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
|
Corbin Capital Partners Group, LLC
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
|
|
|
|
(a)☒
|
|
|
|
(b)☐
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
|
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
Delaware
|
|
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
|
|
0
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
|
0
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
|
0
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
|
|
|
|
0
|
|
|
|
|
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
☐
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (9)
|
|
|
|
0%
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
|
|
|
|
OO
|
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
|
Corbin Capital
Partners, L.P.
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
|
|
|
|
(a)☒
|
|
|
|
(b)☐
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
|
|
|
|
|
|
4
|
CITIZENSHIP OR
PLACE OF ORGANIZATION
|
|
|
|
Delaware
|
|
|
|
|
|
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
|
|
855,500
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
|
|
0
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
|
|
855,500
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON
|
|
|
|
855,500
|
|
|
|
|
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
|
|
|
☐
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
|
|
|
|
3.4%
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
|
|
|
|
IA, PN
|
|
|
|
|
|
|
1
|
NAMES OF
REPORTING
PERSONS
|
|
|
|
Corbin
Opportunity
Fund, L.P.
|
|
|
|
|
|
|
2
|
CHECK
THE
APPROPRIATE
BOX IF A
MEMBER OF A
GROUP
|
|
|
|
(a)☒
|
|
|
|
(b)☐
|
|
|
|
3
|
SEC USE
ONLY
|
|
|
|
|
|
|
|
|
|
|
4
|
CITIZENSHIP
OR PLACE OF
ORGANIZATION
|
|
|
|
Delaware
|
|
|
|
|
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
5
|
SOLE
VOTING POWER
|
|
|
|
0
|
|
|
|
|
|
|
6
|
SHARED
VOTING POWER
|
|
|
|
261,000
|
|
|
|
|
|
|
7
|
SOLE
DISPOSITIVE
POWER
|
|
|
|
0
|
|
|
|
|
|
|
8
|
SHARED
DISPOSITIVE
POWER
|
|
|
|
261,000
|
|
|
|
|
|
|
9
|
AGGREGATE
AMOUNT
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
|
|
|
|
261,000
|
|
|
|
|
|
|
10
|
CHECK IF
THE AGGREGATE
AMOUNT IN ROW
(9) EXCLUDES
CERTAIN SHARES
(SEE
INSTRUCTIONS)
|
|
|
|
☐
|
|
|
|
|
|
|
11
|
PERCENT
OF CLASS
REPRESENTED BY
AMOUNT IN ROW
(9)
|
|
|
|
1.0%
|
|
|
|
|
|
|
12
|
TYPE OF
REPORTING
PERSON (SEE
INSTRUCTIONS)
|
|
|
|
PN
|
|
|
|
|
|
Explanatory Note
The Reporting Persons previously filed an original Schedule 13G in respect of the Issuer’s Class A Common Stock, par value $0.0001 per share on March 12,
2021 (the “Original Schedule 13G”). On October 1, 2021, Corbin Capital Partners GP, LLC replaced Corbin Capital Partners Group, LLC as the general partner of each of Corbin ERISA Opportunity Fund, Ltd. and
Corbin Opportunity Fund, L.P. This Amendment No. 1 to the Original Schedule 13G is being filed to reflect the fact that, as of October 1, 2021, Corbin Capital Partners Group, LLC ceased to be a reporting
person, with Corbin Capital Partners GP, LLC becoming a reporting person as of that date.
Item 1.(a) Name of Issuer
Live Oak Mobility Acquisition Corp.
Item 1.(b) Address of Issuer’s Principal Executive Offices
4921 William Arnold Road, Memphis, TN 38117
Item 2.(a) Name of Person Filing
This Statement is filed on behalf of the following persons (collectively, the “Reporting Persons”):
|
(i)
|
ACM Alamosa (Cayman) Holdco LP (“Alamosa”);
|
|
(ii)
|
Atalaya Capital Management LP (“ACM”);
|
|
(iii)
|
Pinehurst Partners, L.P. (“Pinehurst”);
|
|
(iv)
|
Corbin ERISA Opportunity Fund, Ltd. (“CEOF”);
|
|
(v)
|
Corbin Capital Partners GP, LLC (“Corbin GP”);
|
|
(vi)
|
Corbin Capital Partners Group, LLC (“CCPG”);
|
|
(vii)
|
Corbin Capital Partners, L.P. (“CCP”); and
|
|
(viii)
|
Corbin Opportunity Fund, L.P. (“COF”).
|
Item 2.(b) Address of Principal Business Office or, if None, Residence
The address of the principal business office of each of Alamosa and ACM is One Rockefeller Plaza, 32nd Floor, New York, NY 10020. The address of the principal business office of each of CEOF, Corbin GP,
CCPG, CCP, and COF is 590 Madison Avenue, 31st Floor, New York, NY 10022.
Item 2.(c) Citizenship
Alamosa is a Cayman Islands limited partnership. Each of ACM, Pinehurst, CCP and COF is a Delaware limited partnership. CEOF is a Cayman Islands exempted
company. Each of Corbin GP and CCPG is a Delaware limited liability company.
Item 2.(d) Title of Class of Securities
Class A Common Stock, par value $0.0001 per share (the “Shares”).
Item 2.(e) CUSIP Number
Item 3. If
This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
This Item 3 is not applicable.
Item 4(a). Amount Beneficially Owned:
As of the date hereof, Alamosa may be deemed the beneficial owner of 725,000 Shares underlying Units. ACM may be deemed the beneficial owner of 725,000 Shares underlying Units, which amount includes
the 725,000 Shares underlying Units beneficially owned by Alamosa. Each of Corbin GP and CCP may be deemed the beneficial owner of 855,500 Shares underlying Units, which amount includes (i) the 594,500 Shares
underlying Units beneficially owned by CEOF, and (ii) the 261,000 Shares underlying Units beneficially owned by COF. As of October 1, 2021, CCPG ceased to beneficially own any Shares.
Item 4(b). Percent of Class:
As of the date hereof, Alamosa may be deemed the beneficial owner of approximately 2.9% of Shares outstanding. ACM may be deemed the beneficial owner of approximately 2.9% of Shares outstanding, which
amount includes the 2.9% of Shares outstanding beneficially owned by Alamosa. Each of Corbin GP and CCP may be deemed the beneficial owner of approximately 3.4% of Shares outstanding, which amount includes
(i) the 1.4% of Shares outstanding beneficially owned by CEOF, and (ii) the 1.0% of Shares outstanding beneficially owned by COF. (These percentages are based on 25,300,000 Shares outstanding as reported in
the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on November 15, 2021.)
Item 4(c). Number of shares as to which such person has:
Alamosa:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 725,000
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 725,000
ACM:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 725,000
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 725,000
Pinehurst:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 0
CEOF:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 594,500
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 594,500
Corbin GP:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 855,500
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 855,500
CCPG:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 0
CCP:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 855,500
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 855,500
COF:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 261,000
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 261,000
The Shares are directly held by Alamosa, CEOF and COF (the Direct Holders). As Alamosa’s investment manager, ACM has the power to vote and direct the
disposition of all Shares held by Alamosa. As the investment manager for CEOF and COF, CCP has the power to vote and direct the disposition of all Shares held by CEOF and COF. This report shall not be
deemed an admission that ACM, CCP, the Direct Holders or any other person is the beneficial owner of the securities reported herein for purposes of Section 13 of the Act, or for any other purpose.
Item 5. Ownership of Five Percent or Less of a Class
As of October 1, 2021, CCPG ceased to beneficially own any Shares and this Amendment No. 1 serves as an exit filing for CCPG. This
Amendment No. 1 also serves as an exit filing for Pinehurst which, as of the date of this filing, no longer beneficially owns any Shares.
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
Alamosa, ACM, CEOF, Corbin GP, CCP, and COF may be deemed members of a group, as defined in Rule 13d-5 under the Act, with respect to the Shares. Such group
may be deemed to beneficially own 1,580,500 Shares. CEOF, Corbin GP and CCP disclaim beneficial ownership over the Shares held directly by Alamosa. Alamosa and ACM disclaim beneficial ownership over the
Shares held directly by CEOF and COF.
Item 9. Notice of Dissolution of Group
As of October 1, 2021, CCPG ceased to beneficially own any Shares and, as of that date, ceased to be a member of a group with the other Reporting Persons
with respect to the Issuer’s Shares. In addition, Pinehurst no longer beneficially owns any Shares, and has ceased to be a member of a group with the other Reporting Persons with respect to the Issuer’s
Shares.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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, other than activities solely in connection with a nomination under 240.14a-11.
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: December 14, 2021
|
|
ACM Alamosa (Cayman) Holdco LP
|
|
|
By:
|
/s/ Drew Phillips
|
|
|
Name:
|
Drew Phillips
|
|
|
Title:
|
Authorized Signatory
|
|
|
Atalaya Capital Management LP
|
|
|
By:
|
/s/ Drew Phillips
|
|
|
Name:
|
Drew Phillips
|
|
|
Title:
|
Authorized Signatory
|
|
|
Pinehurst Partners, L.P.
|
|
|
By:
Its:
|
Corbin Capital Partners, L.P.
Investment Manager
|
|
|
By:
|
/s/ Daniel Friedman
|
|
|
Name:
|
Daniel Friedman
|
|
|
Title:
|
Authorized Signatory
|
|
|
Corbin ERISA Opportunity Fund, Ltd.
|
|
|
By:
Its:
|
Corbin Capital Partners, L.P.
Investment Manager
|
|
|
By:
|
/s/ Daniel Friedman
|
|
|
Name:
|
Daniel Friedman
|
|
|
Title:
|
General Counsel
|
|
|
Corbin Capital Partners GP, LLC
|
|
|
By:
|
/s/ Daniel Friedman
|
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Name:
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Daniel Friedman
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Title:
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Authorized Signatory
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Corbin Capital Partners Group, LLC
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By:
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/s/ Daniel Friedman
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Name:
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Daniel Friedman
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Title:
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Authorized Signatory
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Corbin Capital Partners, L.P.
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By:
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/s/ Daniel Friedman
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Name:
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Daniel Friedman
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Title:
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General Counsel
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Corbin Opportunity Fund, Ltd.
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By:
Its:
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Corbin Capital Partners, L.P.
Investment Manager
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By:
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/s/ Daniel Friedman
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Name:
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Daniel Friedman
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Title:
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General Counsel
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JOINT FILING AGREEMENT
The undersigned hereby agree that this Amendment No. 1 to the statement on Schedule 13G with
respect to shares of Class A Common Stock, par value $0.0001 of Live Oak Mobility Acquisition Corp. 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 provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
Dated: December 14, 2021
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ACM Alamosa (Cayman) Holdco LP
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By:
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/s/ Drew Phillips
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Name:
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Drew Phillips
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Title:
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Authorized Signatory
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Atalaya Capital Management LP
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By:
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/s/ Drew Phillips
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Name:
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Drew Phillips
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Title:
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Authorized Signatory
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Pinehurst Partners, L.P.
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By:
Its:
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Corbin Capital Partners, L.P.
Investment Manager
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By:
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/s/ Daniel Friedman
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Name:
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Daniel Friedman
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Title:
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Authorized Signatory
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Corbin ERISA Opportunity Fund, Ltd.
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By:
Its:
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Corbin Capital Partners, L.P.
Investment Manager
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By:
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/s/ Daniel Friedman
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Name:
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Daniel Friedman
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Title:
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General Counsel
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Corbin Capital Partners GP, LLC
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By:
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/s/ Daniel Friedman
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Name:
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Daniel Friedman
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Title:
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Authorized Signatory
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Corbin Capital Partners Group, LLC
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By:
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/s/ Daniel Friedman
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Name:
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Daniel Friedman
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Title:
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Authorized Signatory
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Corbin Capital Partners, L.P.
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By:
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/s/ Daniel Friedman
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Name:
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Daniel Friedman
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Title:
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General Counsel
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Corbin Opportunity Fund, Ltd.
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By:
Its:
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Corbin Capital Partners, L.P.
Investment Manager
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By:
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/s/ Daniel Friedman
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Name:
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Daniel Friedman
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Title:
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General Counsel
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