SEC Form 4 · accession 0001104659-17-075085
ESTRE USA INC. · BLVD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen S. Trevor
Officer — President, CEO and Secretary · Director · 10% Owner
Period of report
Dec 21, 2017
Accepted (ET)
Dec 26, 2017 · 8:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001649173
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Private Placement WarrantF3,F4,F1,F2 | $11.50 | Dec 21, 2017 | D | 3,654,885 | D | — | — | Class A Common Stock | 3,654,885 | 5,851,365 | I |
| Class B Common Stock, par value $.0001 per shareF6,F4,F5 | — | Dec 21, 2017 | D | 3,598,990 | D | — | — | Class A Common Stock | 3,598,990 | 5,327,258 | I |
| Class B Common Stock, par value $.0001 per shareF7,F4,F5 | — | Dec 21, 2017 | S | 300,000 | D | — | — | Class A Common Stock | 300,000 | 5,027,258 | I |
Explanation of responses
- F1The warrants will become exercisable 30 days after the conssumation of the business combination which occured on December 21, 2017 (the "Transaction") pursuant to the Amended and Restated Business Combination Agreement, dated as of September 11, 2017, as amended, by and among the Boulevard Acquisition Corp. II ("Boulevard"), Estre Ambiental S.A. ("Estre"), Boulevard Acquisition Corp II Cayman Holding Company and BII Merger Sub Corp.
- F2The warrants expire five years after the completion of the Transaction or earlier upon redemption or liquidation.
- F3Disposed of pursuant to the Warrant Forfeiture Agreement, dated as of December 13, 2017, by and among Boulevard Acquisition Sponsor II, LLC (the "Sponsor"), Boulevard and Estre pursuant to which the Sponsor agreed to forfeit to Boulevard, for no consideration, 3,654,885 warrants to purchase shares of Boulevard Class A common stock $0.0001.
- F4The securities are held directly by the Sponsor and indirectly by Sonia E. Gardner, Marc Lasry and Stephen S. Trevor, who are the managing members of the Sponsor. Each of Mr. Lasry, Ms. Gardner and Mr. Trevor disclaim beneficial ownership of such securities except to the extent of their respective pecuniary interest therein.
- F5The shares of the Company's Class B common stock, par value $0.0001 per share (the "Class B Common Stock"), were convertable into shares of Class A common stock at the time of the Transaction on a one-for-one basis.
- F6Disposed of pursuant to the Forfeiture and Waiver Agreement, dated August 15, 2017, as amended, by and among Boulevard, Estre and the Sponsor pursuant to which the Sponsor agreed to forfeit and surrender to Boulevard, for no consideration, 3,598,990 shares of the Class B Common Stock.
- F7Transferred pursuant to the Stock Purchase Agreement, dated as of April 7, 2017, by and among EcoPower Solutions, LLC and the Sponsor.