LIV Capital Acquisition Sponsor, L.P. - Jun 25, 2021 Form 4 Insider Report for LIV Capital Acquisition Corp. (AGIL)

Role: 10%+ Owner
Signature: /s/ Mariana Romero, as attorney-in-fact for LIV Capital Acquisition Sponsor, L.P. and LIV GP Master, S.A.P.I. de C.V
Stock symbol: AGIL
Transactions as of: Jun 25, 2021
Transactions value $: $0
Form type: 4
Date filed: 6/28/2021, 07:46 PM
Previous filing: Jun 9, 2021
Next filing: Aug 16, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	AGIL	Private Placement Warrants	Sale		+2.23M			580K	Jun 25, 2021	Class A Ordinary Shares	2.23M		Direct	F1, F2, F3, F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Pursuant to that certain Sponsor Warrants Purchase Agreement, dated December 10, 2019, by and between the Issuer and the Reporting Person, the Reporting Person acquired from the Issuer 2,811,250 warrants of the Issuer (each, a "Private Placement Warrant"), as described in the Issuer's Registration Statement on Form S-1 (File No. 333-234799) filed with the Securities and Exchange Commission on November 20, 2019 (the "Registration Statement").
F2	As described in the Issuer's Registration Statement under the heading "Description of Securities - Warrants", each Private Placement Warrant is exercisable to purchase one Class A ordinary share of the Issuer at an exercise price of $11.50 per share, subject to certain anti-dilution adjustments as described in the Registration Statement. The Private Placement Warrants will become exercisable on the later of (i) 30 days after the completion of the Issuer's initial business combination and (ii) 12 months following the closing of the Issuer's initial public offering ("IPO"). As described in the Registration Statement, the Private Placement Warrants are identical to the warrants sold in connection with the Issuer's IPO, except that the Private Placement Warrants (so long as they are held by the Reporting Person or its permitted transferees) (i) will not be redeemable by the Issuer and (ii) may be exercised by the holders on a cash or cashless basis at the holders' option.
F3	Reflects the transfer of Private Placement Warrants by the Reporting Person, the sponsor of the issuer, to certain employees, directors and affiliates of the Issuer for services performed by such employees, directors and affiliates to the issuer.
F4	The Private Placement Warrants will expire upon the fifth anniversary of the completion of Issuer's initial business combination, at 5:00 p.m. New York City time, or earlier upon redemption or liquidation.
F5	These shares are owned directly by LIV Capital Acquisition Sponsor, L.P. LIV GP Master, S.A.P.I. de C.V. is the sole general partner of LIV Capital Acquisition Sponsor, L.P.