SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Europe Acquisition Holdings Ltd

(Last) (First) (Middle)
CENTURY YARD, CRICKET SQUARE
ELGIN AVENUE, PO BOX 1111

(Street)
GRAND CAYMAN E9 KY1-1102

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/14/2021
3. Issuer Name and Ticker or Trading Symbol
Investcorp Europe Acquisition Corp I [ IVCB ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 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
Class B ordinary shares (1) (1) Class A ordinary shares 7,079,500(2) (1) D(3)
1. Name and Address of Reporting Person*
Europe Acquisition Holdings Ltd

(Last) (First) (Middle)
CENTURY YARD, CRICKET SQUARE
ELGIN AVENUE, PO BOX 1111

(Street)
GRAND CAYMAN E9 KY1-1102

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Investcorp Investment Holdings Ltd

(Last) (First) (Middle)
CENTURY YARD, CRICKET SQUARE
ELGIN AVENUE, PO BOX 1111

(Street)
GRAND CAYMAN E9 KY1-1102

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Investcorp S.A.

(Last) (First) (Middle)
CENTURY YARD, CRICKET SQUARE
ELGIN AVENUE, PO BOX 1111

(Street)
GRAND CAYMAN E9 KY1-1102

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
SIPCO HOLDINGS LTD

(Last) (First) (Middle)
CENTURY YARD, CRICKET SQUARE
ELGIN AVENUE, PO BOX 1111

(Street)
GRAND CAYMAN E9 KY1-1102

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Class B ordinary shares automatically convert into Class A ordinary shares on a one-for-one basis in accordance with the promote schedule as described in the Issuer's registration statement on Form S-1 (File No. 333-261301), subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
2. The Class B ordinary shares reported on this Form 3 include up to 909,375 shares that are subject to forfeiture to the extent the underwriters of the initial public offering of the Issuer's securities do not exercise in full their over-allotment option as described in the Issuer's registration statement on Form S-1 (File No. 333-261301).
3. Investcorp Investment Holdings Limited ("IIHL") is the sole member of the Reporting Person. IIHL is 100% owned by Investcorp S.A. ("ISA"), which is 100% owned by Investcorp Holdings Limited ("IHL"). SIPCO Holdings Limited ("SIPCO") may be deemed to control IHL through its ownership of a majority of the stock of a company that indirectly owns a majority of IHL. As such, IIHL, ISA, IHL and SIPCO may be deemed to have beneficial ownership over the number of Class B ordinary shares held directly by the Reporting Person. Each of the Reporting Person, IIHL, ISA, IHL and SIPCO disclaim any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein.
Remarks:
At the current time, IHL does not have the necessary SEC filing codes. IHL is currently obtaining the necessary SEC filing codes and upon receipt will file an amended Form.
Europe Acquisition Holdings Limited, By: Ayman Al-Arrayed, its director /s/ Ayman Al-Arrayed 12/15/2021
Investcorp Investment Holdings Limited, By: Craig Sinfield-Hain, its director /s/ Craig Sinfield-Hain 12/15/2021
Investcorp S.A., By: Jan Erik Back, its director /s/ Jan Erik Back 12/15/2021
SIPCO Holdings Limited, By: Jan Erik Back, its director /s/ Jan Erik Back 12/15/2021
** 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).
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