UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL 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 |
|
| ||||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
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 control number. |
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 of Derivative Security: 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 Common Stock | (1) | (1) | Class A Common Stock | 5,606,250 (1) (2) | $ (1) | I (3) (4) | By Industrea Alexandria LLC (3) (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Argand Partners Fund, LP C/O INDUSTREA ACQUISITION CORP. 1120 AVENUE OF THE AMERICAS, 4TH FLOOR NEW YORK, NY 10036 |
X | |||
Argand Partners Institutional Co-Invest Fund, LP C/O INDUSTREA ACQUISITION CORP. 1120 AVENUE OF THE AMERICAS, 4TH FLOOR NEW YORK, NY 10036 |
X | |||
Argand Partners SEA Fund AI, LP C/O INDUSTREA ACQUISITION CORP. 1120 AVENUE OF THE AMERICAS, 4TH FLOOR NEW YORK, NY 10036 |
X | |||
Argand Partners SEA Fund QP, LP C/O INDUSTREA ACQUISITION CORP. 1120 AVENUE OF THE AMERICAS, 4TH FLOOR NEW YORK, NY 10036 |
X | |||
Argand Partners Team Co-Invest Fund LP C/O INDUSTREA ACQUISITION CORP. 1120 AVENUE OF THE AMERICAS, 4TH FLOOR NEW YORK, NY 10036 |
X |
/s/ Joel L. Rubinstein, Attorney-in-Fact for Argand Partners Fund, LP | 07/26/2017 | |
**Signature of Reporting Person | Date | |
/s/ Joel L. Rubinstein, Attorney-in-Fact for Argand Partners Institutional Co-Invest Fund, LP | 07/26/2017 | |
**Signature of Reporting Person | Date | |
/s/ Joel L. Rubinstein, Attorney-in-Fact for Argand Partners SEA Fund AI, LP | 07/26/2017 | |
**Signature of Reporting Person | Date | |
/s/ Joel L. Rubinstein, Attorney-in-Fact for Argand Partners SEA Fund QP, LP | 07/26/2017 | |
**Signature of Reporting Person | Date | |
/s/ Joel L. Rubinstein, Attorney-in-Fact for Argand Partners Team Co-Invest Fund, LP | 07/26/2017 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The shares of Class B Common Stock are convertible for shares of the Issuer's Class A Common Stock as described under the heading "Description of Securities - Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-219053) and have no expiration date. |
(2) | Includes up to 731,250 shares of Class B Common Stock that are subject to forfeiture depending on the extent to which the underwriters in the Issuer's initial public offering do not exercise their over-allotment option. |
(3) | The securities are held directly by Industrea Alexandria LLC (the "Sponsor"). Howard D. Morgan, Heather Faust, Tariq Osman, Joseph Del Toro and Charles Burns are the managers of the Sponsor and share voting and dispositive power over the securities held directly by the Sponsor by approval of a majority of the managers. Argand Partners Fund, LP, Argand Partners Institutional Co-Invest Fund, LP, Argand Partners SEA Fund AI, LP, Argand Partners SEA Fund QP, LP and Argand Partners Team Co-Invest Fund LP (collectively, the "Funds") are the members of the Sponsor. Ms. Faust and Messrs. Morgan and Osman are the directors of the general partner of the general partner of each of the Funds. As a result, the Sponsor, the Funds, Ms. Faust and Messrs. Morgan, Osman, Del Toro and Burns (collectively, the "Reporting Persons") may be deemed to have or share beneficial ownership of the securities held directly by the Sponsor. |
(4) | Each of the Reporting Persons disclaims beneficial ownership of such securities except to the extent of its, his or her pecuniary interest therein, and this Report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 or for any other purpose. |
Remarks: See Exhibit 99.1 - Joint Filer Information, which is incorporated herein by reference and describes in further detail the relationships of the Reporting Persons to the Issuer. See Exhibit 24.1 - Power of Attorney, Exhibit 24.2 - Power of Attorney, Exhibit 24.3 - Power of Attorney, Exhibit 24.4 - Power of Attorney, Exhibit 24.5 - Power of Attorney. |