Edify Acquisition Corp - Ordinary Shares Form 3 Initial statement of insider ownership

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^*

Bracebridge Capital, LLC

(Last)

(First)

(Middle)

888 BOYLSTON STREET, 15TH FLOOR

(Street)

BOSTON

02199

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/21/2022

3. Issuer Name and Ticker or Trading Symbol
Edify Acquisition Corp. [ EAC ]

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)
Common Stock	500,000⁽¹⁾	I	See footnotes⁽²⁾⁽³⁾

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Redeemable Warrants	⁽¹⁾	⁽¹⁾	Class A Common Stock	250,000	⁽¹⁾	I	See footnotes⁽²⁾⁽³⁾

1. Name and Address of Reporting Person^*

Bracebridge Capital, LLC

(Last)

(First)

(Middle)

888 BOYLSTON STREET, 15TH FLOOR

(Street)

BOSTON

02199

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

FFI FUND LTD

(Last)

(First)

(Middle)

C/O BRACEBRIDGE CAPITAL, LLC

888 BOYLSTON STREET, 15TH FLOOR

(Street)

BOSTON

02199

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

FYI Ltd

(Last)

(First)

(Middle)

C/O BRACEBRIDGE CAPITAL, LLC

888 BOYLSTON STREET, 15TH FLOOR

(Street)

BOSTON

02199

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Olifant Fund, Ltd.

(Last)

(First)

(Middle)

C/O BRACEBRIDGE CAPITAL, LLC

888 BOYLSTON STREET, 15TH FLOOR

(Street)

BOSTON

02199

(City)

(State)

(Zip)

Explanation of Responses:

1. The reported securities are included within 500,000 units issued by the Issuer on January 20, 2021 (the "Units"). Each Unit consists of one share of the Issuer's Class A common stock, $0.0001 par value (the "Common Stock"), and one-half of one redeemable warrant (the "Redeemable Warrants"). The Redeemable Warrants have an exercise price of $11.50 per share of Common Stock. The Redeemable Warrants become exercisable 30 days after the Issuer's initial business combination, provided that certain additional conditions are met. The Redeemable Warrants will expire five years after the completion of the Issuer's initial business combination.

2. The Units are owned directly as follows: (i) 365,000 are owned directly by FFI Fund Ltd. ("FFI"), (ii) 70,000 are owned directly by FYI Ltd. ("FYI"), and (iii) 65,000 are owned directly by Olifant Fund, Ltd. (together with FFI and FYI, the "Bracebridge Funds"). Bracebridge Capital, LLC (the "Investment Manager") is the investment manager of each of the Bracebridge Funds, and has the authority to vote and dispose of all of the securities reflected herein.

3. Each of the Bracebridge Funds and the Investment Manager disclaims beneficial ownership of the shares of Common Stock except to the extent of any pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the shares of Common Stock reported herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

Remarks:

	/s/ FFI Fund Ltd., By John N. Spinney, Jr., Authorized Representative	06/14/2023
	/s/ FYI Ltd., By John N. Spinney, Jr., Authorized Representative	06/14/2023
	/s/ Olifant Fund, Ltd., By John N. Spinney, Jr., Authorized Representative	06/14/2023
	/s/ Bracebridge Capital, LLC, By John N. Spinney, Jr., Authorized Representative	06/14/2023
	** 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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Edify Acquisition Corp - Ordinary Shares (EAC) Form 3Initial statement of insider ownership