Sec Form 4 Filing - BlueCrest Capital Management Ltd @ South Mountain Merger Corp. - 2019-06-24

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
BlueCrest Capital Management Ltd
2. Issuer Name and Ticker or Trading Symbol
South Mountain Merger Corp. [ SMMC]
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)
GROUND FLOOR, HARBOUR REACH, LA RUE DE CARTERET
3. Date of Earliest Transaction (MM/DD/YY)
06/24/2019
(Street)
ST HELIER, Y9JE2 4HR
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, $0.0001 par value 06/24/2019 06/24/2019 P 2,227,500 A 2,227,500 I See footnote ( 1 ) ( 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
Warrants $ 11.5 06/24/2019 P 1,113,750 ( 2 ) ( 2 ) Class A Common Stock 1,113,750 ( 2 ) 1,113,750 I See footnote ( 1 ) ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BlueCrest Capital Management Ltd
GROUND FLOOR, HARBOUR REACH
LA RUE DE CARTERET
ST HELIER, Y9JE2 4HR
X
Platt Michael Edward
C/O SOUTH MOUNTAIN MERGER CORP.
767 FIFTH AVENUE, 9TH FLOOR
NEW YORK, NY10153
X
Signatures
See Signatures included in Exhibit 99.1 06/26/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )BlueCrest Capital Management Limited (the "Investment Manager") serves as investment manager to BSMA Limited, a Cayman Islands exempted company (the "Fund"), with respect to any securities held for the account of the Fund. The Investment Manager is a company organized under the laws of Jersey, Channel Islands, operating solely out of Jersey, Channel Islands. Michael E. Platt ("Mr. Platt" and, with the Investment Manager, each a "Reporting Person") serves as principal, director and control person of the Investment Manager with respect to any securities held for the account of the Fund.
( 2 )On June 24, 2019, the Investment Manager acquired 2,227,500 units, held for the account of the Fund, with each unit (a "Unit") consisting of (i) one share of Class A common stock, par value $0.0001 per share (the "Class A common stock") of South Mountain Merger Corp. (the "Company") and (ii) one half of one warrant (the "Warrants"). Each whole warrant is initially exercisable for one share of Class A common stock at an exercise price of $11.50 per share of Class A common stock, subject to certain adjustments. The Warrants may be exercised only during the period (i) commencing on the later of (a) date that is 30 days after the first date on which the Company completes a business combination and (ii) expiring five years after the completion of the Company's business combination or earlier upon redemption or liquidation. The Units were purchased in a single transaction at a price of $10.00.
( 3 )Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that any of the Reporting Persons is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of such Reporting Person's pecuniary interest therein.

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