0001104659-20-080708.txt : 20200702 0001104659-20-080708.hdr.sgml : 20200702 20200702175825 ACCESSION NUMBER: 0001104659-20-080708 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200630 FILED AS OF DATE: 20200702 DATE AS OF CHANGE: 20200702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TDR Capital LLP CENTRAL INDEX KEY: 0001408159 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38343 FILM NUMBER: 201011246 BUSINESS ADDRESS: STREET 1: 20 BENTINCK STREET CITY: LONDON STATE: X0 ZIP: W1U 2EU BUSINESS PHONE: 44-20-7399-4245 MAIL ADDRESS: STREET 1: 20 BENTINCK STREET CITY: LONDON STATE: X0 ZIP: W1U 2EU REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DALE MANJIT CENTRAL INDEX KEY: 0001113203 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38343 FILM NUMBER: 201011247 MAIL ADDRESS: STREET 1: C/O TDR CAPITAL LLP STREET 2: 20 BENTINCK STREET CITY: LONDON STATE: X0 ZIP: W1U 2EU FORMER NAME: FORMER CONFORMED NAME: MANJIT DALE DATE OF NAME CHANGE: 20000501 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Target Hospitality Corp. CENTRAL INDEX KEY: 0001712189 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS, ROOMING HOUSE, CAMPS & OTHER LODGING PLACES [7000] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2170 BUCKTHORNE PLACE STREET 2: SUITE 440 CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 832 709-2563 MAIL ADDRESS: STREET 1: 2170 BUCKTHORNE PLACE STREET 2: SUITE 440 CITY: THE WOODLANDS STATE: TX ZIP: 77380 FORMER COMPANY: FORMER CONFORMED NAME: Platinum Eagle Acquisition Corp. DATE OF NAME CHANGE: 20170718 4 1 a4.xml 4 X0306 4 2020-06-30 0 0001712189 Target Hospitality Corp. TH 0001408159 TDR Capital LLP 20 BENTINCK STREET LONDON X0 W1U 2EU UNITED KINGDOM 0 0 1 0 0001113203 DALE MANJIT C/O TDR CAPITAL LLP 20 BENTINCK STREET LONDON X0 W1U 2EU UNITED KINGDOM 0 0 1 0 Common Stock, par value $0.0001 per share 2020-06-30 4 M 0 10552 A 64777668 I By Arrow Holdings S.a r.l. and Algeco Investments B.V. Restricted Stock Units 2020-06-30 4 M 0 10552 D Common Stock 10552 217733 I By Arrow Holdings S.a r.l. Each restricted stock unit represents a contingent right to receive upon vesting one share of common stock of the Issuer, par value $0.0001 per share ("Common Stock"), or its cash equivalent. Includes (i) 15,628,865 shares of Common Stock held by Algeco Investments B.V. ("Algeco") and (ii) 49,148,803 shares of Common Stock held by Arrow Holdings S.a r.l. ("Arrow"). On May 21, 2019, Stephen Robertson was granted 27,322 restricted stock units ("RSUs"), and Gary Lindsay was granted 10,929 RSUs which vest in full on the first anniversary of the grant date or, if earlier, the date of the first annual meeting of the stockholders of the Issuer following the grant date, subject to the terms and conditions of the previously disclosed Target Hospitality Corp. 2019 Incentive Award Plan (the "Plan") and the award agreements entered into between the Issuer and Mr. Robertson and Mr. Lindsay, respectively. Subject to certain exceptions, vested shares will be delivered upon separation of service from the Board of Directors of the Issuer ("BOD"). On May 20, 2020, Mr. Robertson was granted 140,449 RSUs and Mr. Lindsay was granted 56,180 RSUs which vest in full on the first anniversary of the grant date or, if earlier, the date of the first annual meeting of the stockholders of the Issuer following the grant date, subject to the Plan and award agreement. Subject to certain exceptions, vested shares will be delivered upon separation of service from the BOD. Immediately following the grant of RSUs, each of Mr. Robertson and Mr. Lindsay transferred the RSUs to Arrow which holds certain securities of Target Hospitality Corp. on behalf of TDR Capital II Holdings LP, the investment fund managed by TDR Capital LLP. Total also includes, as contemplated by the Director Retainer Reduction Equity Award Program, 24,351 RSUs granted to Mr. Robertson and 7,305 RSUs granted to Mr. Lindsay on April 1, 2020 which vest ratably on June 30, September 30 and December 31, 2020 subject to the Plan and the award agreements entered into between the Issuer and Mr. Robertson and Mr. Lindsay, respectively. As the controlling shareholder of Arrow, TDR Capital II Investments LP, may be deemed the beneficial owner of the securities of the Issuer held by Arrow. Algeco Holding S.a r.l. ("Algeco Holdings") is the controlling shareholder of Algeco Limited Partnership SLP ("Algeco SLP"), which is the controlling shareholder of Algeco Global S.a r.l. ("Algeco Global") which is the controlling shareholder of Algeco Investments 1 S.a r.l. (Lux) ("Algeco Investments 1"), which is the sole shareholder of Algeco Investments 2 S.a r.l. (Lux) ("Algeco Investments 2"), which is the sole shareholder of Algeco Investments 3 S.a r.l. (Lux) ("Algeco Investments 3" and together with Algeco Holdings, Algeco Global, Algeco SLP, Algeco Investments 1 and Algeco Investments 2, the "Algeco Entities"). Algeco Investments 3 holds 40% of the share capital of Algeco, and Algeco Investments 2 holds the remaining 60%. TDR Capital II Investments LP, as the controlling shareholder of Algeco Holdings may be deemed the beneficial owner of the securities of the Issuer held by Algeco. As manager of TDR Capital II Investments LP, TDR Capital LLP may be deemed the beneficial owner of such securities of the Issuer held by Arrow and Algeco. As founding partners of TDR Capital LLP, Stephen Robertson and Manjit Dale may be deemed the beneficial owners of such securities of the Issuer held by Arrow and Algeco. Each of TDR Capital II Investments LP, TDR Capital LLP, Stephen Robertson and Manjit Dale (the "TDR Persons") may be deemed to be the beneficial owner of all or a portion of the securities reported herein. Each of the TDR Persons disclaims beneficial ownership of the securities of the Issuer, except to the extent of its or his pecuniary interest therein. The filing of this report shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended or otherwise, the TDR Persons are the beneficial owners of any of the securities reported herein. Due to the limitations of the electronic filing system, the Algeco Entites, Arrow and TDR Capital II Investments LP are filing a separate Form 4. Stephen Robertson is also filing a separate Form 4 disclosing his beneficial ownership interests in the securities of the Issuer held by Arrow and Algeco, which was submitted on the Securities and Exchange Commission's EDGAR system on or about the date hereof. TDR Capital LLP, By: /s/ Blair Thompson, Name: Blair Thompson, Title: Partner 2020-07-02 /s/ Manjit Dale 2020-07-02