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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Joff Fintech Acquisition Corp - Class A
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| February 14, 2023 |
JOFF FINTECH ACQUISITION CORP A / D. E. SHAW & CO, L.P. - SC 13G/A Passive Investment SC 13G/A 1 tm235349-9sc13g.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1) Under the Securities Exchange Act of 1934 JOFF Fintech Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 46592C100 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) C |
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| February 14, 2023 |
EX-99.1 2 tm235349-9ex1.htm EXHIBIT 1 Exhibit 1 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E. Shaw, hereby make, constitute, and appoint each of: Edward Fishman, Julius Gaudio, Martin Lebwohl, Maximilian Stone, David Sweet, Nathan Thomas, and Eric Wepsic, acting individually, |
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| February 14, 2023 |
EX-99.2 3 tm235349-9ex2.htm EXHIBIT 2 Exhibit 2 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E. Shaw, hereby make, constitute, and appoint each of: Edward Fishman, Julius Gaudio, Martin Lebwohl, Maximilian Stone, David Sweet, Nathan Thomas, and Eric Wepsic, acting individually, |
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| February 14, 2023 |
EX-99.3 4 tm235349-9ex3.htm EXHIBIT 3 Exhibit 3 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned Reporting Persons hereby agrees to the joint filing, along with all other such Reporting Persons, on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A |
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| December 27, 2022 |
15-12G 1 ea170888-1512gjofffin.htm FORM 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-40005 JOFF FINTECH ACQUI |
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| December 14, 2022 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF JOFF FINTECH ACQUISITION CORP. JOFF Fintech Acquisition Corp. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The text of Section 9.1(b) of Article IX of the Amended and Restated Certificate of Incorporation of the Co |
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| December 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 14, 2022 JOFF FINTECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40005 85-2863893 (State or other jurisdiction of incorporation) (C |
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| December 14, 2022 |
Exhibit 99.1 JOFF Fintech Acquisition Corp. Amends Charter to Unwind Before Year-End and Announces December 14, 2022 as Amended Termination Date and Announces Key Dates in Connection with the Liquidation New York, NY, December 14, 2022 – On December 14, 2022, the stockholders of JOFF Fintech Acquisition Corp. (the “Company”) approved an amendment to the Company’s amended and restated certificate o |
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| December 14, 2022 |
AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT THIS AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment Agreement”), dated as of December 14, 2022, is made by and between JOFF Fintech Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”). WHEREAS, the parti |
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| November 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| November 10, 2022 |
PRE 14A 1 ea168389-pre14ajofffintech.htm PRELIMINARY PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for |
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| November 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40005 JOFF |
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| October 14, 2022 |
Exhibit 2 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E. |
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| October 14, 2022 |
JOFF FINTECH ACQUISITION CORP A / D. E. SHAW & CO, L.P. - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 JOFF Fintech Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 46592C100 (CUSIP Number) October 4, 2022 (Date of Event Which Requires Filing of this Statement) Check the following box to designate the rule pursuant to whi |
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| October 14, 2022 |
EX-99.1 2 tm2228206d1ex1.htm EXHIBIT 1 Exhibit 1 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E. Shaw, hereby make, constitute, and appoint each of: Edward Fishman, Julius Gaudio, Martin Lebwohl, Maximilian Stone, David Sweet, Nathan Thomas, and Eric Wepsic, acting individually, |
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| October 14, 2022 |
EX-99.3 4 tm2228206d1ex3.htm EXHIBIT 3 Exhibit 3 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned Reporting Persons hereby agrees to the joint filing, along with all other such Reporting Persons, on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40005 JOFF FINTECH ACQUIS |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40005 JOFF FINTECH ACQUISIT |
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| March 31, 2022 |
Description of Registered Securities.* Exhibit 4.5 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of December 31, 2021, JOFF Fintech Acquisition Corp. (?we,? ?our,? ?us? or the ?Company?) had the following three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) its units, consi |
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| March 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40005 JOFF FINTECH ACQU |
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| March 11, 2022 |
Exhibit 3 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned Reporting Persons hereby agrees to the joint filing, along with all other such Reporting Persons, on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A common stock, par value $0. |
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| March 11, 2022 |
JOFF FINTECH ACQUISITION CORP A / D. E. SHAW & CO, L.P. - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 JOFF Fintech Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 46592C100 (CUSIP Number) March 1, 2022 (Date of Event Which Requires Filing of this Statement) Check the following box to designate the rule pursuant to which |
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| March 11, 2022 |
EX-99.1 2 tm228914d1ex1.htm EXHIBIT 1 Exhibit 1 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E. Shaw, hereby make, constitute, and appoint each of: Edward Fishman, Julius Gaudio, Martin Lebwohl, Maximilian Stone, David Sweet, Nathan Thomas, and Eric Wepsic, acting individually, |
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| March 11, 2022 |
Exhibit 2 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E. |
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| February 14, 2022 |
JOFF FINTECH ACQUISITION CORP A / JOFF Fintech Holdings LP - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 JOFF Fintech Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 46592C100 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| February 14, 2022 |
EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the shares of Class A common stock, $0. |
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| February 14, 2022 |
JOFF FINTECH ACQUISITION CORP A / HGC Investment Management Inc. - FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* JOFF Fintech Acquisition Corp (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 46592C100 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate |
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| December 17, 2021 |
JOFF FINTECH ACQUISITION CORP A / Saba Capital Management, L.P. - FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* JOFF Fintech Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 46592C100 (CUSIP Number) December 7, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| November 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 17, 2021 JOFF FINTECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40005 85-2863893 (State or other jurisdiction of incorporation) (C |
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| November 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40005 JOFF FINTECH ACQU |
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| November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-40005 (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: September 30, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report |
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| August 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40005 JOFF FINTECH ACQUISITI |
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| June 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40005 JOFF FINTECH ACQUISIT |
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| June 1, 2021 |
Exhibit 99.1 JOFF Fintech Acquisition Corp. Announces Receipt of Notice from Nasdaq Regarding Late Filing of Quarterly Report on Form 10-Q New York, NY, June 1, 2021 (GLOBE NEWSWIRE) ? JOFF Fintech Acquisition Corp. (NASDAQ: JOFFU) (the ?Company?) today announced that it has received, on May 26, 2021, a notice (?Notice?) from the Listing Qualifications Department of The Nasdaq Stock Market (?Nasda |
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| June 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 26, 2021 JOFF Fintech Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40005 85-2863893 (State or other jurisdiction of incorporation) (Commis |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40005 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: March 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| May 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 14, 2021 JOFF Fintech Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40005 85-2863893 (State or other jurisdiction of incorporation) (Commis |
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| March 24, 2021 |
Exhibit 99.1 JOFF Fintech Acquisition Corp. Announces the Separate Trading of its Class A Common Stock and Redeemable Warrants Commencing March 29, 2021 NEW YORK, NY, March 24, 2021 (GLOBE NEWSWIRE) ? JOFF Fintech Acquisition Corp. (NASDAQ: JOFFU) (the ?Company?) today announced that, commencing March 29, 2021, holders of the units sold in the Company?s initial public offering of 41,400,000 units |
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| March 24, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 24, 2021 JOFF Fintech Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40005 85-2863893 (State or other jurisdiction of incorporation) (Comm |
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| February 16, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 9, 2021 JOFF Fintech Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40005 85-2863893 (State or other jurisdiction of incorporation) (Co |
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| February 16, 2021 |
JOFF FINTECH ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Exhibit 99.1 JOFF FINTECH ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT PAGE Audited Financial Statement of JOFF Fintech Acquisition Corp.: Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of JOFF Fintech Acquisition Corp. Opinion on |
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| February 10, 2021 |
JOFF Fintech Acquisition Corp. Announces Pricing of upsized $360,000,000 Initial Public Offering Exhibit 99.1 JOFF Fintech Acquisition Corp. Announces Pricing of upsized $360,000,000 Initial Public Offering New York, NY, Feb. 04, 2021 (GLOBE NEWSWIRE) - JOFF Fintech Acquisition Corp. (the “Company”) today announced the pricing of its upsized initial public offering of 36,000,000 units at $10.00 per unit. The units will be listed on the Nasdaq Stock Market and trade under the ticker symbol “JO |
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| February 10, 2021 |
Amended and Restated Certificate of Incorporation. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF JOFF FINTECH ACQUISITION CORP. February 4, 2021 JOFF Fintech Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “JOFF Fintech Acquisition Corp.”. The original certificate of incorporation of the Corporat |
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| February 10, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of February 4, 2021 by and between JOFF Fintech Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, No. 333-2522 |
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| February 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 4, 2021 JOFF Fintech Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40005 85-2863893 (State or other jurisdiction of incorporation) (Co |
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| February 10, 2021 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 4, 2021, is made and entered into by and among JOFF Fintech Acquisition Corp., a Delaware corporation (the “Company”), JOFF Fintech Holdings LP, a Delaware limited partnership (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such |
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| February 10, 2021 |
JOFF Fintech Acquisition Corp. Completes Upsized $414,000,000 Initial Public Offering Exhibit 99.2 JOFF Fintech Acquisition Corp. Completes Upsized $414,000,000 Initial Public Offering New York, NY, February 9, 2021 /PRNewswire/ - JOFF Fintech Acquisition Corp. (the “Company”) today announced the closing of its upsized initial public offering of 41,400,000 units, including 5,400,000 units issued to the underwriters upon full exercise of their over-allotment option. The offering was |
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| February 10, 2021 |
Exhibit 10.5 JOFF Fintech Acquisition Corp. c/o Ellenoff Grossman & Schole LLP 1345 Avenue of the Americas New York, NY 10105 February 4, 2021 JOFF Fintech Holdings LP c/o Ellenoff Grossman & Schole LLP 1345 Avenue of the Americas New York, NY 10105 Re: Administrative Services Agreement Gentlemen: This letter agreement by and between JOFF Fintech Acquisition Corp. (the “Company”) and JOFF Fintech |
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| February 10, 2021 |
EX-10.1 5 ea135029ex10-1jofffintech.htm LETTER AGREEMENT, DATED FEBRUARY 4, 2021, BY AND AMONG THE COMPANY, ITS OFFICERS AND DIRECTORS AND THE SPONSOR Exhibit 10.1 February 4, 2021 JOFF Fintech Acquisition Corp. 1345 Avenue of the Americas New York, New York 10105 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with th |
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| February 10, 2021 |
Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, effective as of February 4, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between JOFF Fintech Acquisition Corp., a Delaware corporation (the “Company”), and JOFF Fintech Holdings LP, a Delaware limited partnership (the “Purchaser”). WHEREAS: The |
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| February 10, 2021 |
Exhibit 4.1 WARRANT AGREEMENT between JOFF FINTECH ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this “Agreement”), dated as of February 4, 2021, is by and between JOFF Fintech Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also refer |
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| February 10, 2021 |
Exhibit 1.1 JOFF Fintech ACQUISITION corp. 36,000,000 Units Underwriting Agreement February 4, 2021 RBC Capital Markets, LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o RBC Capital Markets, LLC 200 Vesey Street New York, New York 10281 Ladies and Gentlemen: JOFF Fintech Acquisition Corp., a Delaware corporation (the “Company”), proposes to sell to the several unde |
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| February 8, 2021 |
$360,000,000 JOFF Fintech Acquisition Corp. 36,000,000 Units PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration Nos. 333-252227 and 333-252758 $360,000,000 JOFF Fintech Acquisition Corp. 36,000,000 Units JOFF Fintech Acquisition Corp. is a newly incorporated blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more busines |
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| February 4, 2021 |
As filed with the U.S. Securities and Exchange Commission on February 4, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JOFF Fintech Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 6770 85-2863893 (State or other jurisdiction of incorporation or or |
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| February 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 JOFF Fintech Acquisition Corp. (Exact Name of Registrant as Specified in Its Charter) Delaware 85-2863893 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) c/o Ellenof |
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| February 1, 2021 |
As filed with the U.S. Securities and Exchange Commission on February 1, 2021 pursuant to Section 6(e) of the Securities Act of 1933, as amended. Registration No. 333-252227 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JOFF Fintech Acquisition Corp. (Exact name of registrant as specified |
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| February 1, 2021 |
Form of Underwriting Agreement.* Exhibit 1.1 JOFF Fintech ACQUISITION corp. 30,000,000 Units Underwriting Agreement [●], 2021 RBC Capital Markets, LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o RBC Capital Markets, LLC 200 Vesey Street New York, New York 10281 Ladies and Gentlemen: JOFF Fintech Acquisition Corp., a Delaware corporation (the “Company”), proposes to sell to the several underwriter |
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| January 28, 2021 |
EX-10.2 8 ea134047ex10-2jofffintech.htm FORM OF LETTER AGREEMENT AMONG THE REGISTRANT AND ITS OFFICERS AND DIRECTORS AND JOFF FINTECH HOLDINGS LP. Exhibit 10.2 , 2021 JOFF Fintech Acquisition Corp. 1345 Avenue of the Americas New York, New York 10105 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting |
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| January 28, 2021 |
As filed with the U.S. Securities and Exchange Commission on January 27, 2021 pursuant to Section 6(e) of the Securities Act of 1933, as amended. Registration No. 333-252227 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JOFF Fintech Acquisition Corp. (Exact name of registrant as specified |
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| January 28, 2021 |
Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of []. 2021, by and between JOFF FINTECH ACQUISITION CORP., a Delaware corporation (the “Company”), and [] (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequat |
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| January 28, 2021 |
Specimen Class A Common Stock Certificate.* EX-4.2 5 ea134047ex4-2jofffintech.htm SPECIMEN CLASS A COMMON STOCK CERTIFICATE. Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 46592C 100 JOFF FINTECH ACQUISITION CORP. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STOC |
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| January 28, 2021 |
Form of Compensation Committee Charter* Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF JOFF FINTECH ACQUISITION CORP. I. PURPOSE OF THE COMMITTEE The purposes of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of JOFF Fintech Acquisition Corp. (the “Company”) shall be to oversee the Company’s compensation and employee benefit plans and practices, including its executi |
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| January 28, 2021 |
Form of Audit Committee Charter* Exhibit 99.1 JOFF FINTECH ACQUISITION CORP. AUDIT COMMITTEE CHARTER 1. STATUS The Audit Committee (the “Committee”) is a committee of the Board of Directors (the “Board”) of JOFF Fintech Acquisition Corp. (the “Company”). 2. PURPOSE The Committee is appointed by the Board for the primary purposes of: ● Performing the Board’s oversight responsibilities as they relate to the Company’s accounting pol |
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| January 28, 2021 |
EX-10.6 11 ea134047ex10-6jofffintech.htm FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, BETWEEN THE REGISTRANT AND JOFF FINTECH HOLDINGS LP Exhibit 10.6 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, effective as of [], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between JOFF Fintech Acquisition |
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| January 28, 2021 |
Form of Registration Rights Agreement among the Registrant and certain security holders.* Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [], 2021, is made and entered into by and among JOFF Fintech Acquisition Corp., a Delaware corporation (the “Company”), JOFF Fintech Holdings LP, a Delaware limited partnership (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, t |
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| January 28, 2021 |
Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 46592C 209 JOFF FINTECH ACQUISITION CORP UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-THIRD OF ONE REDEEMABLE WARRANT TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of Class A common stock, par value $0.0001 per share (“Common |
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| January 28, 2021 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of , 2021 by and between JOFF Fintech Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, No. 333-252227 (the “R |
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| January 28, 2021 |
Form of Consulting Agreement between the Registrant and MFA Growth, LLC* Exhibit 10.9 JOFF Fintech Acquisition Corp. 1345 Avenue of the Americas New York, NY 10105 January 17, 2021 Via Electronic Mail Mr. Fraz Ahmed Principal MFA Growth, LLC 2726 Bissonnet Street, #202-406 Houston, Texas 77005 Re: Independent Contractor Agreement Dear Mr. Ahmed: This letter agreement (this “Agreement”) sets forth the terms and conditions whereby MFA Growth, LLC (“MFA” or “Consultant”) |
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| January 28, 2021 |
Form of Underwriting Agreement.* Exhibit 1.1 JOFF Fintech ACQUISITION corp. 30,000,000 Units Underwriting Agreement [●], 2021 RBC Capital Markets, LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o RBC Capital Markets, LLC 200 Vesey Street New York, New York 10281 Ladies and Gentlemen: JOFF Fintech Acquisition Corp., a Delaware corporation (the “Company”), proposes to sell to the several underwriter |
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| January 28, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.* Exhibit 4.4 WARRANT AGREEMENT between JOFF FINTECH ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2021, is by and between JOFF Fintech Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to her |
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| January 28, 2021 |
Form of Amended and Restated Certificate of Incorporation.* Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF JOFF FINTECH ACQUISITION CORP. [], 2021 JOFF Fintech Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Joff Fintech Acquisition Corp.”. The original certificate of incorporation of the Corporation was |
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| January 28, 2021 |
Exhibit 10.8 JOFF Fintech Acquisition Corp. c/o Ellenoff Grossman & Schole LLP 1345 Avenue of the Americas New York, NY 10105 [], 2021 JOFF Fintech Holdings LP c/o Ellenoff Grossman & Schole LLP 1345 Avenue of the Americas New York, NY 10105 Re: Administrative Services Agreement Gentlemen: This letter agreement by and between JOFF Fintech Acquisition Corp. (the “Company”) and JOFF Fintech Holdings |
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| January 19, 2021 |
Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by JOFF Fintech Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of by JOFF |
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| January 19, 2021 |
EX-99.7 11 fs12021ex99-7jofffintech.htm CONSENT OF ALOK SAMA Exhibit 99.7 Consent to be Named as a Director Nominee In connection with the filing by JOFF Fintech Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to |
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| January 19, 2021 |
As filed with the U.S. Securities and Exchange Commission on January 19, 2021 pursuant to Section 6(e) of the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 JOFF Fintech Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware |
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| January 19, 2021 |
Consent of Michelle Ann Gitlitz.** Exhibit 99.6 Consent to be Named as a Director Nominee In connection with the filing by JOFF Fintech Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of by JOFF |
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| January 19, 2021 |
Exhibit 3.3 BY LAWS OF JOFF FINTECH ACQUISITION CORP. (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s registered agent in |
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| January 19, 2021 |
EX-10.5 5 fs12021ex10-5jofffintech.htm SECURITIES SUBSCRIPTION AGREEMENT, DATED AUGUST 20, 2020, BETWEEN THE REGISTRANT AND JOFF FINTECH HOLDINGS LP Exhibit 10.5 JOFF Fintech Acquisition Corp. 1345 Avenue of the Americas New York, NY 10105 August 20, 2020 JOFF Fintech Holdings LP 1345 Avenue of the Americas New York, NY 10105 RE: Securities Subscription Agreement Ladies and Gentlemen: This agreeme |
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| January 19, 2021 |
Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by JOFF Fintech Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of by JOFF |
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| January 19, 2021 |
Certificate of Incorporation.** EX-3.1 2 fs12021ex3-1jofffintech.htm CERTIFICATE OF INCORPORATION Exhibit 3.1 CERTIFICATE OF INCORPORATION OF JOFF FINTECH ACQUISITION CORP. August 11, 2020 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the “Certificate”), and does hereby certify as follows: ARTICLE I NAME The name |
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| January 19, 2021 |
Promissory Note, dated August 20, 2020, issued to JOFF Fintech Holdings LP.** EX-10.1 4 fs12021ex10-1jofffintech.htm PROMISSORY NOTE, DATED AUGUST 20, 2020, ISSUED TO JOFF FINTECH HOLDINGS LP Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDE |
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| January 19, 2021 |
Consent of Paul Wharshavsky.** Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by JOFF Fintech Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of by JOFF |
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| October 27, 2020 |
This is a confidential draft submitted to the Securities and Exchange Commission on October 27, 2020 pursuant to Section 6(e) of the Securities Act of 1933, as amended, and is not being filed under such Act. |
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| October 27, 2020 |
CERTIFICATE OF INCORPORATION OF JOFF FINTECH ACQUISITION CORP. August 11, 2020 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF JOFF FINTECH ACQUISITION CORP. August 11, 2020 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the ?Certificate?), and does hereby certify as follows: ARTICLE I NAME The name of the corporation is JOFF Fintech Acquisition Corp. (the ?Corpora |
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| October 27, 2020 |
JOFF Fintech Acquisition Corp. 1345 Avenue of the Americas New York, NY 10105 Exhibit 10.5 JOFF Fintech Acquisition Corp. 1345 Avenue of the Americas New York, NY 10105 August 20, 2020 JOFF Fintech Holdings LP 1345 Avenue of the Americas New York, NY 10105 RE: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the ?Agreement?) is entered into on August 20, 2020 by and between JOFF Fintech Holdings LP, a Delaware partnership (the ?Subscriber? or ?you?), |
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| October 27, 2020 |
Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| October 27, 2020 |
BY LAWS JOFF FINTECH ACQUISITION CORP. (THE ?CORPORATION?) ARTICLE I Exhibit 3.3 BY LAWS OF JOFF FINTECH ACQUISITION CORP. (THE ?CORPORATION?) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation?s registered agent in |
