Sec Form 3 Filing - Fortress Investment Group LLC @ Vivint Smart Home, Inc. - 2020-01-17

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Fortress Investment Group LLC
2. Issuer Name and Ticker or Trading Symbol
Vivint Smart Home, Inc. [ VVNT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1345 AVENUE OF THE AMERICAS, 46TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
01/17/2020
(Street)
NEW YORK, NY10105
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 25,160,560 ( 1 ) ( 2 ) ( 3 ) I ( 1 ) ( 2 ) ( 3 ) See footnotes ( 1 ) ( 2 ) ( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Private Placement Warrants $ 11.5 ( 4 ) ( 4 ) Class A Common Stock 2,966,667 I ( 2 ) ( 3 ) ( 4 ) See footnotes ( 2 ) ( 3 ) ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Fortress Investment Group LLC
1345 AVENUE OF THE AMERICAS
46TH FLOOR
NEW YORK, NY10105
X
Fortress Mosaic Investor LLC
1345 AVENUE OF THE AMERICAS
46TH FLOOR
NEW YORK, NY10105
X
Fortress Mosaic Holdings LLC
1345 AVENUE OF THE AMERICAS
46TH FLOOR
NEW YORK, NY10105
X
FIG LLC
1345 AVENUE OF THE AMERICAS
46TH FLOOR
NEW YORK, NY10105
X
Fortress Operating Entity I LP
1345 AVENUE OF THE AMERICAS
46TH FLOOR
NEW YORK, NY10105
X
FIG Corp.
1345 AVENUE OF THE AMERICAS
46TH FLOOR
NEW YORK, NY10105
X
Signatures
s/ David N. Brooks, Authorized Signatory, FORTRESS INVESTMENT GROUP LLC 01/27/2020
Signature of Reporting Person Date
/s/ Constantine M. Dakolias, Authorized Signatory, FORTRESS MOSAIC INVESTOR LLC 01/27/2020
Signature of Reporting Person Date
/s/ Constantine M. Dakolias, Authorized Signatory, FORTRESS MOSAIC HOLDINGS LLC 01/27/2020
Signature of Reporting Person Date
/s/ David N. Brooks, Authorized Signatory, FIG LLC 01/27/2020
Signature of Reporting Person Date
/s/ David N. Brooks, Authorized Signatory, FORTRESS OPERATING ENTITY I LP 01/27/2020
Signature of Reporting Person Date
/s/ David N. Brooks, Authorized Signatory, FIG CORP. 01/27/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Fortress Mosaic Investor LLC ("Fortress Investor") holds and beneficially owns 17,357,339 shares of Class A common stock ("Common Stock"), par value $0.0001 per share, of Vivint Smart Home, Inc. (the "Issuer").
( 2 )Fortress Mosaic Sponsor LLC ("Fortress Sponsor") holds 5,171,642 shares of Common Stock, of which 2,585,821 shares of Common Stock remain subject to certain vesting provisions. Fortress Mosaic Anchor LLC ("Fortress Anchor") holds 2,631,579 shares of Common Stock. Fortress Mosaic Holdings LLC ("Fortress Holdings") is the sole owner of each of Fortress Investor, Fortress Sponsor and Fortress Anchor, and may be deemed a beneficial owner of the Issuer securities held by each of them.
( 3 )FIG LLC controls, indirectly through investment funds managed or advised by controlled affiliates of FIG LLC, 100% of the equity interests of Fortress Holdings. Fortress Operating Entity I LP ("FOE") is the sole owner of FIG LLC. FIG Corp. is the general partner of FOE. Fortress Investment Group LLC ("Fortress Investment") is the sole owner of FIG Corp. Each of Fortress Investment, FIG LLC, FOE and FIG Corp. may be deemed a beneficial owner of the Issuer securities beneficially owned by Fortress Holdings, but in each case disclaims such beneficial ownership except to the extent of such person's pecuniary interest therein.
( 4 )These warrants (the "Private Placement Warrants") are held by Fortress Sponsor. Each Private Placement Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to certain adjustments. On January 17, 2020, the Issuer (formerly Mosaic Acquisition Corp.) consummated its initial business combination (the "Business Combination") with Legacy Vivint Smart Home, Inc. (formerly Vivint Smart Home, Inc.), a Delaware corporation. The Private Placement Warrants are subject to certain vesting provisions and may be exercised only during the period commencing 30 days after the date on which the Business Combination was consummated and expiring 5 years after the consummation of the Business Combination or earlier upon redemption or liquidation.

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