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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 Big Sky Growth Partners Inc - Units (1 Ord Share Class A & 1/4 War)
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 13, 2023 |
BIG SKY GROWTH PARTNERS INC CL A / GLAZER CAPITAL, LLC Passive Investment SC 13G/A 1 bsky20221231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Big Sky Growth Partners, Inc. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 08954L102 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the approp |
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| February 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 31, 2023 |
BIG SKY GROWTH PARTNERS INC CL A / MILLENNIUM MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) BIG SKY GROWTH PARTNERS, INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 08954L102 (CUSIP Number) DECEMBER 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to |
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| December 22, 2022 |
15-12G 1 d416341d1512g.htm 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. 001-40313 Commission File Number BIG SKY GROWTH PARTNERS, INC. (E |
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| December 14, 2022 |
EX-3.1 2 d399450dex31.htm EX-3.1 Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BIG SKY GROWTH PARTNERS, INC. December 12, 2022 Big Sky Growth Partners, Inc., 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 “Big Sky Growth Partners, Inc.”. The origi |
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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 BIG SKY GROWTH PARTNERS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40313 86-2084915 (State or other jurisdiction of incorporation) (Co |
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| December 8, 2022 |
Big Sky Growth Partners, Inc. Will Redeem Public Shares EXHIBIT 99.1 Big Sky Growth Partners, Inc. Will Redeem Public Shares Seattle, WA, December 8, 2022 ? Big Sky Growth Partners, Inc. (the ?Company?) (NASDAQ: BSKY), a special purpose acquisition company, today announced that, the Company will redeem all of its outstanding shares of Class A Common Stock, par value $0.0001, issued by the Company in its initial public offering (the ?Public Shares?), ef |
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| December 8, 2022 |
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): December 8, 2022 BIG SKY GROWTH PARTNERS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40313 86-2084915 (State or other jurisdiction of incorporation) (Com |
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| November 28, 2022 |
Table of Contents 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 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)) ? Defi |
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| November 16, 2022 |
Table of Contents 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 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)) ? Defi |
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| November 14, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 BIG SKY GROWTH PARTNERS, INC. (E |
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| August 11, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period 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 BIG SKY GROWTH PARTNERS, INC. (Exact |
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| July 25, 2022 |
BIG SKY GROWTH PARTNERS INC CL A / MILLENNIUM MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 BIG SKY GROWTH PARTNERS, INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 08954L102 (CUSIP Number) JULY 19, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pu |
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| May 12, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to BIG SKY GROWTH PARTNERS, INC. (Exact |
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| March 31, 2022 |
Description of the Securities.* Exhibit 4.5 DESCRIPTION OF SECURITIES The following summary of the material terms of the securities of Big Sky Growth Partners, Inc. (?we,? ?us,? ?our? or ?the company?) is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated certificate of incorporation incorporated by reference as an exhibi |
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| March 31, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? 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: 001-40313 Big Sky Gr |
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| February 28, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2021 Big Sky Growth Partners, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40313 86-2084915 (State or other jurisdiction o |
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| February 28, 2022 |
Exhibit 99.1 BIG SKY GROWTH PARTNERS, INC. Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of May 3, 2021 (as restated) F-3 Notes to Financial Statement (as restated) F-4 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and the Board of Directors of Big Sky Growth Partners, Inc. Seattle, Washington Opinion on the Financial Statement We have a |
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| February 28, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission F |
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| February 14, 2022 |
BIG SKY GROWTH PARTNERS INC CL A / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Big Sky Growth Partners, Inc. (Name of Issuer) Class A common stock included as part of the Units (Title of Class of Securities) 08954L102 (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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| January 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2022 Big Sky Growth Partners, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40313 86-2084915 (State or other jurisdiction of incorporati |
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| November 12, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to BIG SKY GROWTH PARTNERS, INC. (E |
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| August 16, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to BIG SKY GROWTH PARTNERS, INC. (Exact |
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| June 17, 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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2021 Big Sky Growth Partners, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40313 86-2084915 (State or other jurisdiction of incorporation |
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| June 17, 2021 |
BIG SKY GROWTH PARTNERS, INC. SECURITIES TO COMMENCE SEPARATE TRADING Exhibit 99.1 BIG SKY GROWTH PARTNERS, INC. SECURITIES TO COMMENCE SEPARATE TRADING Seattle, Washington (June 17, 2021) ? Big Sky Growth Partners, Inc. (Nasdaq: BSKYU) (the ?Company?) announced today that separate trading of its Class A common stock and warrants underlying the Company?s units would commence on June 18, 2021. The Class A common stock and warrants will trade under the symbols ?BSKY? |
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| June 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 d159646d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to BIG |
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| May 10, 2021 |
JOINT ACQUISITION STATEMENT PURSUANT TO SECTION 240.13d-1(k) EXHIBIT 1 to SCHEDULE 13G JOINT ACQUISITION STATEMENT PURSUANT TO SECTION 240.13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition st |
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| May 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| May 7, 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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2021 Big Sky Growth Partners, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40313 86-2084915 (State or other jurisdiction of incorporation or |
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| May 7, 2021 |
Index to Financial Statements Exhibit 99.1 BIG SKY GROWTH PARTNERS, INC. Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of May 3, 2021 F-3 Notes to Financial Statement F-4 Index to Financial Statements REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and the Board of Directors of Big Sky Growth Partners, Inc. Seattle, Washington Opinion on t |
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| May 4, 2021 |
EX-10.1 5 d281374dex101.htm EX-10.1 Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of April 28, 2021, by and between Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”). WHEREAS, the Compan |
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| May 4, 2021 |
EX-4.1 4 d281374dex41.htm EX-4.1 Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of April 28, 2021, is by and between Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as |
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| May 4, 2021 |
Exhibit 1.1 Execution Version Big Sky Growth Partners, Inc. 30,000,000 Units Underwriting Agreement April 28, 2021 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 As representative (the ?Representative?) of the several Underwriters named in Schedule I hereto, Ladies and Gentlemen: Big Sky Growth Partners, Inc., a Delaware corporation (the ?Company?), proposes, subject to the |
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| May 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2021 Big Sky Growth Partners, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40313 86-2084915 (State or other jurisdiction of incorporation |
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| May 4, 2021 |
Big Sky Growth Partners, Inc. Announces Closing of $300 Million Initial Public Offering Exhibit 99.2 Big Sky Growth Partners, Inc. Announces Closing of $300 Million Initial Public Offering Seattle, WA ? May 3, 2021 ? Big Sky Growth Partners, Inc. (the ?Company?), a special purpose acquisition company, today announced the closing of its initial public offering of 30,000,000 units at a price to the public of $10.00 per unit. The offering resulted in gross proceeds to the Company of $30 |
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| May 4, 2021 |
Exhibit 10.5 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of April 28, 2021 (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), is entered into by and between Big Sky Growth Partners, Inc., a Delaware corporation (the ?Company?), and Big Sky Growth Partners, LLC, a Delaware limited li |
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| May 4, 2021 |
Amended and Restated Certificate of Incorporation of the Company. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BIG SKY GROWTH PARTNERS, INC. May 3, 2021 Big Sky Growth Partners, Inc., 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 ?Big Sky Growth Partners, Inc.?. The original certificate of incorporation of the Corporation was |
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| May 4, 2021 |
Exhibit 10.4 April 28, 2021 Big Sky Growth Partners, Inc. 1201 Western Avenue, Suite 406 Seattle, Washington 98101 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and among Big Sky Growth Partners, Inc., a Delaware corporation (the ?Company? |
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| May 4, 2021 |
Exhibit 10.2 REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this ?Agreement?), dated as of April 28, 2021, is made and entered into by and among Big Sky Growth Partners, Inc., a Delaware corporation (the ?Company?), Big Sky Growth Partners, LLC, a Delaware limited liability company (the ?Sponsor?) and the undersigned parties listed on the signatur |
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| May 4, 2021 |
Big Sky Growth Partners, Inc. Announces Pricing of $300 Million Initial Public Offering EX-99.1 9 d281374dex991.htm EX-99.1 Exhibit 99.1 Big Sky Growth Partners, Inc. Announces Pricing of $300 Million Initial Public Offering Seattle, WA – April 28, 2021 – Big Sky Growth Partners, Inc. (the “Company”), a special purpose acquisition company, today announced the pricing of its initial public offering of 30,000,000 units, at a price to the public of $10.00 per unit. The units are expecte |
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| April 30, 2021 |
$300,000,000 Big Sky Growth Partners, Inc. 30,000,000 Units 424B4 1 d75151d424b4.htm 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-253569 PROSPECTUS $300,000,000 Big Sky Growth Partners, Inc. 30,000,000 Units Big Sky Growth Partners, Inc. is a newly organized blank check company incorporated in Delaware and formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization |
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| April 26, 2021 |
Big Sky Growth Partners, Inc. 1201 Western Avenue, Suite 406 Seattle, Washington 98101 April 26, 2021 VIA EDGAR Bonnie Baynes U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Big Sky Growth Partners, Inc. Acceleration Request for Registration Statement on Form S-1, as Amended File No. 333-253569 Filed February 26, 2021 Requested |
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| April 20, 2021 |
S-1/A 1 d75151ds1a.htm AMENDMENT NO. 4 TO FORM S-1 Table of Contents Index to Financial Statements As filed with the United States Securities and Exchange Commission under the Securities Act of 1933, as amended, on April 20, 2021 Registration No. 333-253569 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIE |
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| April 13, 2021 |
Big Sky Growth Partners, Inc. 1201 Western Avenue, Suite 406 Seattle, Washington 98101 April 13, 2021 VIA EDGAR Bonnie Baynes U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Big Sky Growth Partners, Inc. Acceleration Request for Registration Statement on Form S-1, as Amended File No. 333-253569 Filed February 26, 2021 Dear Ms. B |
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| April 9, 2021 |
Big Sky Growth Partners, Inc. 1201 Western Avenue, Suite 406 Seattle, Washington 98101 April 9, 2021 Big Sky Growth Partners, Inc. 1201 Western Avenue, Suite 406 Seattle, Washington 98101 April 9, 2021 VIA EDGAR Bonnie Baynes U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Big Sky Growth Partners, Inc. Acceleration Request for Registration Statement on Form S-1, as Amended File No. 333-253569 Filed February 26, 2021 Requested D |
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| April 5, 2021 |
U.S. 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 Big Sky Growth Partners, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 86-2084915 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 1201 Western Avenue, |
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| April 2, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 Big Sky Growth Partners, Inc. 30,000,000 Units Underwriting Agreement [?], 2021 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 As representative (the ?Representative?) of the several Underwriters named in Schedule I hereto, Ladies and Gentlemen: Big Sky Growth Partners, Inc., a Delaware corporation (the ?Company?), proposes, subject to the terms and conditions st |
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| April 2, 2021 |
Form of Private Placement Warrants Purchase Agreement between the Registrant and our Sponsor. Exhibit 10.7 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [?], 2021 (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), is entered into by and between Big Sky Growth Partners, Inc., a Delaware corporation (the ?Company?), and Big Sky Growth Partners, LLC, a Delaware limited liabili |
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| April 2, 2021 |
Form of Registration and Stockholder Rights Agreement among the Registrant and the Sponsor. Exhibit 10.2 REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2021, is made and entered into by and among Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), Big Sky Growth Partners, LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature pag |
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| April 2, 2021 |
Table of Contents Index to Financial Statements As filed with the United States Securities and Exchange Commission under the Securities Act of 1933, as amended, on April 2, 2021 Registration No. |
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| April 2, 2021 |
Exhibit 10.4 [?], 2021 Big Sky Growth Partners, Inc. 1201 Western Avenue, Suite 406 Seattle, Washington 98101 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and among Big Sky Growth Partners, Inc., a Delaware corporation (the ?Company?) and |
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| April 2, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant. Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2021, is by and between Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as the “Transfer Agent”). WHEREAS, the Comp |
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| March 30, 2021 |
Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 08954L201 BIG SKY GROWTH PARTNERS, INC. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-FOURTH OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one share of Class A common stock, |
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| March 30, 2021 |
CORRESP 1 filename1.htm Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 March 30, 2021 Ms. Bonnie Baynes Ms. Sharon Blume Office of Finance Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Big Sky Growth Partners, Inc. Registration Statement on Form S-1 Filed February 26, 2021 Amendment No. 1 to |
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| March 30, 2021 |
Table of Contents Index to Financial Statements As filed with the United States Securities and Exchange Commission under the Securities Act of 1933, as amended, on March 30, 2021 Registration No. |
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| March 30, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 Big Sky Growth Partners, Inc. 30,000,000 Units Underwriting Agreement [?], 2021 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 As representative (the ?Representative?) of the several Underwriters named in Schedule I hereto, Ladies and Gentlemen: Big Sky Growth Partners, Inc., a Delaware corporation (the ?Company?), proposes, subject to the terms and conditions st |
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| March 30, 2021 |
Form of Private Placement Warrants Purchase Agreement between the Registrant and our Sponsor. EX-10.7 6 d75151dex107.htm EX-10.7 Exhibit 10.7 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [•], 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), and Big Sky Growth Partne |
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| March 30, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant. EX-4.4 4 d75151dex44.htm EX-4.4 Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2021, is by and between Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as the “Tra |
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| March 23, 2021 |
Form of Amended and Restated Certificate of Incorporation. EX-3.2 3 d75151dex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BIG SKY GROWTH PARTNERS, INC. [•], 2021 Big Sky Growth Partners, Inc., 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 “Big Sky Growth Partners, Inc.”. The original certificate of incorpo |
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| March 23, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 Big Sky Growth Partners, Inc. 30,000,000 Units Underwriting Agreement [?], 2021 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 As representative (the ?Representative?) of the several Underwriters named in Schedule I hereto, Ladies and Gentlemen: Big Sky Growth Partners, Inc., a Delaware corporation (the ?Company?), proposes, subject to the terms and conditions st |
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| March 23, 2021 |
Form of Private Placement Warrants Purchase Agreement between the Registrant and our Sponsor. Exhibit 10.7 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [•], 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), and Big Sky Growth Partners, LLC, a Delaware limited liabili |
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| March 23, 2021 |
EX-14 14 d75151dex14.htm EX-14 Exhibit 14 BIG SKY GROWTH PARTNERS, INC. Code of Business Conduct and Ethics Introduction Purpose and Scope The Board of Directors (the “Board of Directors”) of Big Sky Growth Partners, Inc. (the “Company”) established this Code of Business Conduct and Ethics to aid the Company’s directors, officers, employees and certain designated agents in making ethical and legal |
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| March 23, 2021 |
Exhibit 10.3 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of [ ], 2021 by and between Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve the Company; WHEREAS, in order to induc |
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| March 23, 2021 |
Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 08954L201 BIG SKY GROWTH PARTNERS, INC. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-FIFTH OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one share of Class A common stock, |
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| March 23, 2021 |
Specimen Common Stock Certificate. EX-4.2 5 d75151dex42.htm EX-4.2 Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 08954L102 BIG SKY GROWTH PARTNERS, INC. CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of fully paid and non-assessable shares of Class A common stock, par value $0.0001 per share (the “Common Stock”), of Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), transferable o |
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| March 23, 2021 |
Exhibit 4.3 Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW BIG SKY GROWTH PARTNERS, INC. Incorporated Under the Laws of the State of Delaware CUSIP 08954L110 Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the r |
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| March 23, 2021 |
Exhibit 10.4 [?], 2021 Big Sky Growth Partners, Inc. 1201 Western Avenue, Suite 406 Seattle, Washington 98101 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and among Big Sky Growth Partners, Inc., a Delaware corporation (the ?Company?) and |
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| March 23, 2021 |
As filed with the United States Securities and Exchange Commission under the Securities Act of 1933, as amended, on March 23, 2021 Registration No. |
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| March 23, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant. Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2021, is by and between Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as the “Transfer Agent”). WHEREAS, the Comp |
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| March 23, 2021 |
EX-10.1 9 d75151dex101.htm EX-10.1 Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [•], 2021, by and between Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”). WHEREAS, the Company’s re |
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| March 23, 2021 |
Form of Registration and Stockholder Rights Agreement among the Registrant and the Sponsor. Exhibit 10.2 REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among Big Sky Growth Partners, Inc., a Delaware corporation (the ?Company?), Big Sky Growth Partners, LLC, a Delaware limited liability company (the ?Sponsor?) and the undersigned parties listed on the signature pag |
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| February 26, 2021 |
Exhibit 99.4 CONSENT Big Sky Growth Partners, Inc. is filing a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement as |
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| February 26, 2021 |
EX-3.1 2 d75151dex31.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF BIG SKY GROWTH PARTNERS, INC. February 11, 2021 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 The name of this corporation is Big Sky Growth P |
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| February 26, 2021 |
Exhibit 99.5 CONSENT Big Sky Growth Partners, Inc. is filing a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement as |
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| February 26, 2021 |
Securities Subscription Agreement, dated February 19, 2021, between the Registrant and the Sponsor. Exhibit 10.5 Big Sky Growth Partners, Inc. 1201 Western Avenue, Suite 406 Seattle, Washington 98101 February 19, 2021 Big Sky Growth Partners, LLC 1201 Western Avenue, Suite 406 Seattle, Washington 98101 RE: Securities Subscription Agreement Gentlemen: This agreement (this “Agreement”) is entered into on February 19, 2021 by and between Big Sky Growth Partners, LLC, a Delaware limited liability co |
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| February 26, 2021 |
Exhibit 99.3 CONSENT Big Sky Growth Partners, Inc. is filing a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement as |
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| February 26, 2021 |
Promissory Note, dated as of February 19, 2021 between the Registrant and the Sponsor Exhibit 10.6 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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| February 26, 2021 |
BIG SKY GROWTH PARTNERS, INC. Adopted February 18, 2021 ARTICLE I- STOCKHOLDERS EX-3.4 3 d75151dex34.htm EX-3.4 Exhibit 3.4 BIG SKY GROWTH PARTNERS, INC. BYLAWS Adopted February 18, 2021 ARTICLE I- STOCKHOLDERS Section 1 Annual Meeting. An annual meeting of the stockholders, for the election of directors to succeed those whose terms expire and for the transaction of such other business as may properly come before the meeting, shall be held at such place, on such date, and at |
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| February 26, 2021 |
Registration Statement - REGISTRATION STATEMENT ON FORM S-1 S-1 1 d75151ds1.htm REGISTRATION STATEMENT ON FORM S-1 Table of Contents Index to Financial Statements As filed with the United States Securities and Exchange Commission under the Securities Act of 1933, as amended, on February 26, 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 Big |
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| February 26, 2021 |
EX-99.6 10 d75151dex996.htm EX-99.6 Exhibit 99.6 CONSENT Big Sky Growth Partners, Inc. is filing a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being nam |
