RBAC RedBall Acquisition Corp

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RedBall Acquisition Corp.

667 Madison Avenue, 16th Floor
New York, New York 10065

This Statement is filed by each of the entities and persons listed below, all of whom together are referred to herein as the        “Reporting Persons”:

 

(i)	RedBall SponsorCo LP, a Cayman Islands exempted limited partnership;

(ii)	RedBall SponsorCo GP LLC, a Cayman Islands limited liability company;

(iii)

RedBird Series 2019 GenPar LLC, a Delaware limited liability company;

(iv)	RedBird Series 2019 Carry Vehicle LLC, a Delaware limited liability company;

(v)	RedBird Capital Partners Holdings LLC, a Delaware limited liability company;

(vi)	RedBird Capital Partners LLC, a Delaware limited liability company;

(vii)

S2019 RedBall LP, a Cayman Islands exempted limited partnership;

(viii)

RedBird Series 2019, LP, a Delaware limited partnership;

(ix)	RedBird Series 2019 GP Co-Invest, LP, a Delaware limited partnership;

(x)	RedBird Series 2019 GP Co-Invest GenPar LLC, a Delaware limited liability company;

(xi)	RedBird Holdings Carry Vehicle LP, a Delaware limited partnership;

(xii)

RedBird Series 2019 Holdings Carry Vehicle LP, a Delaware limited partnership; and

(xiii)

Gerald J. Cardinale

  

*Attached as Exhibit A is a copy of an agreement among the Reporting Persons that this Schedule 13G is being filed on behalf of each of them.

The address of the principal business office of each of the Reporting Persons is:

c/o RedBall SponsorCo LP

667 Madison Avenue, 16th Floor
New York, New York 10065 

See Item 4 of the attached cover pages.

  

Class A Ordinary Shares, par value $0.0001 per share (“Class A Ordinary Shares”)

G7417R105

Not Applicable.

RedBall SponsorCo LP is the record holder of 14,195,000 Class B ordinary shares (“Class B Ordinary Shares”).  The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares concurrently with or immediately following the consummation of the Issuer’s merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses that the Issuer has not yet identified, or earlier at the option of the holder thereof, on a one-for-one basis, subject to adjustment as described in the Issuer’s Prospectus filed with the Securities and Exchange Commission (“SEC”) on August 13, 2020.  As a result of RedBall SponsorCo LP’s present ability to convert the Class B Ordinary Shares of which it is the record owner into an equivalent number of Class A Ordinary Shares, RedBall SponsorCo LP has beneficial ownership over the Class A Ordinary Shares reported herein.

RedBall SponsorCo GP LLC is the general partner of RedBall SponsorCo LP and has voting and investment discretion with respect to the Class B Ordinary Shares held of record by RedBall SponsorCo LP.  RedBird Series 2019 GenPar LLC is the sole member of RedBall SponsorCo GP LLC.  S2019 RedBall LP is a limited partner of RedBall SponsorCo LP.  RedBird Series 2019, LP is a limited partner of S2019 RedBall LP.  RedBird Series 2019 GP Co-Invest, LP is a limited partner of S2019 RedBall LP.  RedBird Series 2019 GP Co-Invest GenPar LLC is the general partner of RedBird Series 2019 GP Co-Invest, LP.

RedBird Series 2019 Carry Vehicle LLC is the sole member of RedBird Series 2019 GenPar LLC.  RedBird Capital Partners Holdings LLC is the sole member of RedBird Series 2019 Carry Vehicle LLC.  RedBird Capital Partners LLC is the manager of RedBird Capital Partners Holdings LLC.  RedBird Holdings Carry Vehicle LP is a member of RedBird Capital Partners LLC.  RedBird Series 2019 Holdings Carry Vehicle LP is a limited partner of RedBird Holdings Carry Vehicle LP.

Gerald J. Cardinale is a limited partner of RedBird Series 2019 Holdings Carry Vehicle LP and the managing member of RedBird Capital Partners LLC.

As a result of the aforementioned relationships, Mr. Cardinale and each of the foregoing entities may be deemed to share beneficial ownership of the Class A Ordinary Shares of which RedBall SponsorCo LP is the beneficial owner.  Mr. Cardinale and each of the foregoing entities disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he or it may have therein, directly or indirectly, and the filing of this Schedule 13G should not be construed as an admission that any of the Reporting Persons is, for purposes of Section 13 of the Securities Exchange Act of 1934 (as amended, the “Exchange Act”), the beneficial owner of the Class A Ordinary Shares reported herein.

The beneficial ownership percentage set forth in this Schedule 13G is calculated as determined pursuant to Rule 13d-3 of the Exchange Act, and is based upon the 57,500,000 Class A Ordinary Shares outstanding as of November 12, 2020, as reported in the Form 10-Q filed by the Issuer with the SEC on November 13, 2020, together with the 14,195,000 Class A Ordinary Shares that RedBall SponsorCo LP has the right to obtain, within sixty days, upon conversion of the Class B Ordinary Shares of which RedBall SponsorCo LP is the record owner.

Not applicable.

Not applicable.

Not applicable.

Not applicable.

Not applicable.

Not applicable.