SEC Form 5 · accession 0001213900-15-000906
Chart Acquisition Corp. · CACG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Chart Acquisition Group LLC
10% Owner
Christopher D. Brady
Officer — President · Director · 10% Owner
Chart Group, LP
10% Owner
Period of report
Dec 31, 2014
Accepted (ET)
Feb 10, 2015 · 7:55 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001527349
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants (Right to Buy)F1,F2 | $11.50 | Sep 12, 2014 | P | 4,751 | A | — | — | Common Stock | 4,751 | 236,001 | I |
Explanation of responses
- F1On September 12, 2014, Chart Acquisition Group LLC acquired 4,751 warrants at a purchase price of $0.30 per warrant pursuant to a tender offer commenced in connection with a special meeting of stockholders of Chart Acquisition Corp. ("Chart") to approve, among other matters, an amendment to Chart's existing charter extending the date by which Chart must consummate its initial business combination (the "Business Combination") from September 13, 2014 to March 13, 2015. Mr. Brady indirectly owns the 4,751 warrants reported herein through his membership interest in Antwerp L.L.C, the general partner of The Chart Group L.P. which is the sole managing member of Chart Acquisition Group LLC.
- F2Each warrant is exercisable to purchase one share of common stock of Chart at an exercise price of $11.50 during the period commencing on the later of (i) December 19, 2013 or (ii) 30 days following the consummation of the Business Combination, and expiring on the fifth anniversary of the consummation of the Business Combination. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.