Exela Technologies, Inc. - Nov 29, 2023 Form 3 Insider Report for XBP Europe Holdings, Inc. (XBP)

Role: 10%+ Owner
Signature: /s/ Zach Maul, Secretary
Stock symbol: XBP
Transactions as of: Nov 29, 2023
Transactions value $: $0
Form type: 3
Date filed: 12/11/2023, 04:16 PM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	XBP	Common Stock						21.8M	Nov 29, 2023	See footnote 2	F1, F2

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

Explanation of Responses:

Id	Content
F1	On November 29, 2023, the Reporting Persons received 21,802,364 shares of Class A Common Stock of the issuer pursuant to the closing of a business combination which was effectuated in accordance with the terms of that certain Agreement and Plan of Merger, dated October 9, 2022, by and among CF Acquisition Corp. VIII, Sierra Merger Sub Inc., a Delaware corporation, BTC International Holdings, Inc., a Delaware corporation, and XBP Europe, Inc., a Delaware corporation. Each share of Class A Common Stock was then automatically converted into one share of Common Stock of the issuer.
F2	Exela Technologies, Inc.'s ("Exela") wholly owned subsidiary, BTC International Holdings, Inc. ("BTC International"), is the record holder of the shares. BTC International is a direct, wholly owned subsidiary of XCV-EMEA, LLC. ETI-XCV, LLC is the sole member of XCV-EMEA, LLC. ETI-XCV Holdings, LLC is the sole member of ETI-XCV, LLC. Exela is the sole member of ETI-XCV Holdings, LLC, and, therefore, is deemed to have indirect beneficial ownership of the shares of the issuer's Common Stock held directly by BTC International.

Content

On November 29, 2023, the Reporting Persons received 21,802,364 shares of Class A Common Stock of the issuer pursuant to the closing of a business combination which was effectuated in accordance with the terms of that certain Agreement and Plan of Merger, dated October 9, 2022, by and among CF Acquisition Corp. VIII, Sierra Merger Sub Inc., a Delaware corporation, BTC International Holdings, Inc., a Delaware corporation, and XBP Europe, Inc., a Delaware corporation. Each share of Class A Common Stock was then automatically converted into one share of Common Stock of the issuer.

Exela Technologies, Inc.'s ("Exela") wholly owned subsidiary, BTC International Holdings, Inc. ("BTC International"), is the record holder of the shares. BTC International is a direct, wholly owned subsidiary of XCV-EMEA, LLC. ETI-XCV, LLC is the sole member of XCV-EMEA, LLC. ETI-XCV Holdings, LLC is the sole member of ETI-XCV, LLC. Exela is the sole member of ETI-XCV Holdings, LLC, and, therefore, is deemed to have indirect beneficial ownership of the shares of the issuer's Common Stock held directly by BTC International.