As filed with the Securities and Exchange Commission on May 4, 2022
Registration No. 333-260610
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO.
5
TO
FORM S-4
REGISTRATION STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
RedBall Acquisition Corp.
(Exact Name of Registrant as Specified in Its Charter)
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| Cayman Islands |
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6770 |
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N/A |
(State or other jurisdiction of
incorporation or organization) |
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(Primary Standard Industrial
Classification Code Number) |
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(I.R.S. Employer
Identification Number) |
667 Madison Avenue
16th Floor
New York, NY 10065
Telephone: (212) 235-1000
(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)
David Grochow
667
Madison Avenue
16th Floor
New York, NY 10065
(212) 235-1000
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
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| John M. Bibona
Joshua Wechsler Randi
Lally Fried, Frank, Harris, Shriver & Jacobson LLP
One New York Plaza New
York, New York 10004 (212) 859-8000 |
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Stephane Levy
John McKenna Rupa
Briggs David Silverman
Cooley LLP 55 Hudson
Yards New York, New York 10001
(212) 479-6000 |
Approximate date of commencement of proposed sale of the securities to the public: As soon as practicable after this registration
statement is declared effective and all other conditions to the Business Combination described in the enclosed proxy statement/prospectus have been satisfied or waived.
If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is
compliance with General Instruction G, check the following box: ☐
If this Form is filed to register additional
securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering: ☐
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the
Securities Act registration statement number of the earlier effective registration statement for the same offering: ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting
company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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| Large accelerated filer |
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☐ |
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Accelerated filer |
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☐ |
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| Non-accelerated filer |
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☒ |
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Smaller reporting company |
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☒ |
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Emerging growth company |
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☒ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended
transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
If applicable, place an X in the box to designate the appropriate rule provision relied upon in conducting this transaction:
Exchange Act Rule 13e-4(i) (Cross-Border Issuer Tender Offer) ☐
Exchange Act Rule 14d-l(d) (Cross-Border Third-Party Tender Offer) ☐
The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the
registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act or until the registration statement shall become effective
on such date as the SEC, acting pursuant to said Section 8(a), may determine.