SEC Form 3 · accession 0001094891-19-000024
Andina Acquisition Corp. III · ANDA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mauricio Orellana
Officer — Chief Financial Officer · Director
Period of report
Jan 24, 2019
Accepted (ET)
Jan 24, 2019 · 4:49 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001691936
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1,F2 | holding | — | — | — | 168,193 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Redeemable WarrantF1,F5,F3,F4 | — | holding | — | — | — | — | — | Ordinary Shares | 9,091 | — | D |
| Right to Receive Ordinary SharesF1,F6,F7 | — | holding | — | — | — | — | — | Ordinary Shares | 909 | — | D |
Explanation of responses
- F1Includes securities underlying 9,091 units of the Issuer, which units, prior to the effective date of the registration statement relating to the Issuer's initial public offering, the reporting person irrevocably committed to purchase. Each unit ("Unit") consists of one ordinary share, one redeemable warrant entitling the holder to purchase one ordinary share, and one right exchangeable for 1/10 of one ordinary share. The purchase of these Units is being made on a private placement basis and will be consummated simultaneously with the consummation of the Issuer's initial public offering. Does not include securities underlying up to 909 additional Units which the reporting person irrevocably committed to purchase in the event the underwriters in the Issuer's initial public offering exercise their overallotment option in full.
- F2Includes up to 31,351 ordinary shares that may be forfeited if the underwriters in the Issuer's initial public offering do not exercise the overallotment option in full. Also includes 62,703 ordinary shares which will vest only if the reporting person remains affiliated with the Issuer at the time of the Issuer's initial business combination.
- F3Each warrant will become exercisable on the later of the completion of the Issuer's initial business combination and January 24, 2020.
- F4Each warrant will expire five years after the completion of the Issuer's initial business combination.
- F5Each warrant entitles the holder to purchase one ordinary share at a price of $11.50 per share, subject to adjustment in the event of certain capital-raising transactions.
- F6Each right is exchangeable for 1/10 of one ordinary share upon the completion of the Issuer's initial business combination.
- F7In the event that the Issuer is unable to complete an initial business combination and redeems the public shares issued in the Issuer's initial public offering, each right will expire worthless.