D. E. Shaw Valence Portfolios, L.L.C. - Apr 25, 2023 Form 3 Insider Report for FAT PROJECTS ACQUISITION CORP (FATP)

Role
10%+ Owner
Signature
D. E. Shaw Valence Portfolios, L.L.C., By: /s/ Nathan Thomas, Authorized Signatory
Stock symbol
FATP
Transactions as of
Apr 25, 2023
Transactions value $
$0
Form type
3
Date filed
5/5/2023, 09:42 PM

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
holding FATP Class B Ordinary Shares Apr 25, 2023 Class A Ordinary Shares 75K Direct F1, F2, F3, F4
holding FATP Redeemable Warrants Apr 25, 2023 Class A Ordinary Shares 950K $11.50 Direct F2, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each Class B Ordinary Share is convertible into one Class A Ordinary Share at any time, has no expiration date, and will automatically convert into one Class A Ordinary Share at the time of the issuer's initial business combination, subject to adjustment as set forth in the issuer's registration statement on Form S-1 (File No. 333-257126).
F2 The securities reported in this Form 3 are directly held by D. E. Shaw Valence Portfolios, L.L.C. ("Valence") and may be deemed to be indirectly held by the other Reporting Persons.
F3 D. E. Shaw & Co., L.P. ("DESCO LP"), as investment adviser to Valence; D. E. Shaw & Co., L.L.C. ("DESCO LLC"), as manager of Valence; and Mr. David E. Shaw ("David E. Shaw"), as President and sole shareholder of D. E. Shaw & Co., Inc., which is the general partner of DESCO LP, and as President and sole shareholder of D. E. Shaw & Co., II Inc., which is the managing member of DESCO LLC, may be deemed to be the beneficial owners of the securities reported in this Form 3 for purposes of Rule 16a-1(a) of the Securities Exchange Act of 1934.
F4 In accordance with instruction 5(b)(iv), the entire number of securities of the issuer that may be deemed to be beneficially owned by Valence, DESCO LP, DESCO LLC, and David E. Shaw is reported herein. Each of DESCO LP, DESCO LLC, and David E. Shaw disclaims any beneficial ownership of any security listed in this Form 3, except to the extent of any pecuniary interest therein.
F5 Each Redeemable Warrant becomes exercisable upon the completion of the issuer's initial business combination for one Class A Ordinary Share at an exercise price of $11.50 and expires five years after the completion of the issuer's initial business combination, or earlier upon redemption or liquidation, subject to terms reported in the issuer's registration statement on Form S-1 (File No. 333-257126).

Remarks:

This Form 3 is being filed solely due to the redemption of Class A Ordinary Shares as confirmed in the issuer's Form 8-K filed on April 25, 2023, as a result of which the Reporting Persons' aggregate beneficial ownership passively exceeded 10%. Exhibit Index: 24.1 Power of Attorney 24.2 Power of Attorney