2. Date Exercisable and Expiration Date (Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)
4. Conversion or Exercise Price of Derivative Security
5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)
6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable
Expiration Date
Title
Amount or Number of Shares
Warrants to Purchase Common Stock(1)
02/06/2021
01/07/2026
Common Stock
2,200,000(2)
11.5
I
See footnote.(3)(4)
Explanation of Responses:
1. This amendment is filed solely to report the warrants that were inadvertently omitted from the original Form 3 filed by Ming Tian on January 11, 2021.
2. Immediately prior to the closing of the initial business combination of the Issuer on January 7, 2021 (the 'Business Combination'), pursuant to that certain Agreement and Plan of Merger, dated as of August 31, 2020, by and among the Issuer, LFCA Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of the Issuer, Landsea Homes Incorporated, a Delaware corporation, and Landsea Holdings Corporation, a Delaware corporation ('Landsea Holdings'), Level Field Capital, LLC ('Level Field') transferred to Landsea Holdings, 2,200,000 warrants issued to Level Field in a private placement on June 22, 2018. Each warrant becomes exercisable 30 days after the completion of the Business Combination and expires five years after the completion of the Business Combination or earlier upon redemption or liquidation. Each warrant is exercisable for one share of Class A common stock at an exercise price of $11.50 per share, subject to adjustment.
3. These warrants are beneficially owned by Landsea Holdings, which is 100% indirectly owned by Landsea Green Properties Co. Ltd, of which Mr. Tian indirectly beneficially owns approximately 57.8% through his interest in Easycorps Group Limited ('Easycorps'), Greensheid Corporation ('Greensheid'), and Landsea International Holdings Limited ('Landsea International'). Easycorps is wholly-owned by Mr. Tian, and Greensheid is wholly-owned by Landsea International, which in turn is wholly-owned by Landsea Group Co., Ltd., of which Mr. Tian is the controlling shareholder. Mr. Tian may be deemed to have beneficial ownership of the securities held by Landsea Holdings. (continued to footnote 4)
4. (continued from footnote 3) Mr. Tian disclaims beneficial ownership of the securities held by Landsea Holdings, except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not otherwise be deemed an admission that Mr. Tian is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
/s/ Franco Tenerelli, Attorney-in-fact for Ming Tian
01/29/2021
** Signature of Reporting Person
Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
Attachments
Original document
Permalink
Disclaimer
Landsea Homes Corp. published this content on 29 January 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 January 2021 23:01:05 UTC.
Landsea Homes Corporation is a residential homebuilder. It designs, construction, markets and sales of suburban and urban single-family detached and attached homes in Arizona, California, Colorado, Florida, Texas, and Metro New York. The Arizona market includes entry-level, single-family homes in Avondale, Buckeye, Chandler, Goodyear, Mesa, Phoenix, Queen Creek, Surprise and Tolleson. The California market consists of single-family detached and attached homes in Alameda, Contra Costa, Marin, San Joaquin and Santa Clara counties in Northern California and Los Angeles, Orange and San Bernardino counties in Southern California. The Metro New York market consists of a condominium project in the Chelsea neighborhood in New York City, New York. The Texas market includes single-family homes and a master-planned community around Austin. The Colorado market focuses on entry level and first-time move up communities with new single-family detached homes in Mead and Brighton.
LANDSEA HOMES CORPORATION 
