SEC Form 4 · accession 0001144204-18-063926
Concrete Pumping Holdings, Inc. · BBCP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Argand Partners SEA Fund AI, LP
10% Owner
Argand Partners SEA Fund QP, LP
10% Owner
Argand Partners Fund, LP
10% Owner
Period of report
Dec 6, 2018
Accepted (ET)
Dec 10, 2018 · 9:22 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001703956
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F4,F5 | Dec 6, 2018 | M | 4,403,325 | — | A | 4,403,325 | I | By Industrea Alexandria LLC |
| Class A Common StockF2,F4,F5 | Dec 6, 2018 | J | 4,403,325 | — | D | 0 | I | By Industrea Alexandria LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF3,F6 | — | Dec 6, 2018 | J | 1,202,925 | D | — | — | Class A Common Stock | 1,202,925 | 4,403,325 | D |
| Class B Common StockF1,F6 | — | Dec 6, 2018 | M | 4,403,325 | D | — | — | Class A Common Stock | 4,403,325 | 0 | D |
Explanation of responses
- F1Immediately prior to the consummation of the Concrete Pumping Holding, Inc.'s initial business combination on December 6, 2018 (the "business combination"), each outstanding share of Industrea Acquisition Corp.'s Class B common stock, par value $0.0001 per share ("Founder Shares"), was converted into one share of Industrea Acquisition Corp.'s Class A common stock, par value $0.0001 ("Industrea common stock"). Industrea Alexandria LLC (the "Sponsor") held 4,403,325 Founder Shares prior to the business combination, which were converted into 4,403,325 shares of Industrea common stock immediately prior to the business combination.
- F2Upon consummation of the business combination, each share of outstanding Industrea common stock was exchanged for one share of the Concrete Pumping Holding, Inc.'s common stock, par value $0.0001 per share ("BBCP common stock"), and Industrea Acquisition Corp. became a wholly owned subsidiary of Concrete Pumping Holdings, Inc. The Sponsor held 4,403,325 shares of Industrea common stock at the time of the business combination, which were exchanged for 4,403,325 shares of BBCP common stock upon consummation of the business combination.
- F3Forfeiture of Founder Shares to Industrea Acquisition Corp. for no consideration.
- F4The securities are held directly by 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.
- F5Each 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.
- F6The Founder Shares were convertible for shares of Industrea Acquisition Corp.'s Class A common stock as described under the heading "Description of Securities - Founder Shares" in Industrea Acquisition Corp.'s registration statement on Form S-1 (File No. 333-219053) and had no expiration date.
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 Industrea Acquisition Corp.