0001213900-14-000451.txt : 20140124 0001213900-14-000451.hdr.sgml : 20140124 20140124210421 ACCESSION NUMBER: 0001213900-14-000451 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140123 FILED AS OF DATE: 20140124 DATE AS OF CHANGE: 20140124 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Hennessy Capital Acquisition Corp. CENTRAL INDEX KEY: 0001589526 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 10 SOUTH WACKER DRIVE SUITE 3175 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312-876-1956 MAIL ADDRESS: STREET 1: 10 SOUTH WACKER DRIVE SUITE 3175 CITY: CHICAGO STATE: IL ZIP: 60606 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Charlton Kevin M. CENTRAL INDEX KEY: 0001558255 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36267 FILM NUMBER: 14547270 MAIL ADDRESS: STREET 1: 14631 NORTH SCOTTSDALE RD, SUITE 200 CITY: SCOTTSDALE STATE: AZ ZIP: 85254 4 1 f4012314charlton_hennessy.xml OWNERSHIP DOCUMENT X0306 4 2014-01-23 0 0001589526 Hennessy Capital Acquisition Corp. HCACU 0001558255 Charlton Kevin M. 10 SOUTH WACKER DR., SUITE 3175 CHICAGO IL 60606 1 1 0 0 President and COO Warrant 5.75 2013-10-15 2014-01-23 4 P 0 200000 A Common Stock 100000 200000 I See Footnote Reported securities were acquired pursuant to that certain Sponsor Warrant Purchase Agreement dated as of October 15, 2013 by and among Hennessy Capital Partners I LLC and the Issuer. The reported securities are included within 12,125,000 warrants purchased by Hennessy Capital Partners I LLC for $.50 per warrant. Each warrant to purchase one half share of Common Stock of the Issuer is identical to the warrants included in the units sold in the Issuer's initial public offering ("IPO"), except for those differences set forth in the Issuer's IPO prospectus filed with the Commission on January 16, 2014. Such warrants are also subject to certain transfer restrictions. Such warrants may be exercised for cash or on a cashless basis, and are not subject to being called for redemption. Reporting person is the indirect owner of 200,000 warrants to purchase shares of common stock through his membership interest in Hennessy Capital Partners I, LLC and does not have voting or dispositive control over such securities. Each warrant is exercisable to purchase one half share of Common Stock at an exercise price of $5.75 during the period commencing on the later of (i) twelve (12) months from the date of the closing of the Issuer's initial public offering or (ii) 30 days following the consummation of the Issuer's initial business combination (the "Business Combination"), and expiring on the fifth anniversary of the consummation of the Issuer's Business Combination. No fractional shares will be issued upon exercise of the warrants. If, upon exercise of the warrants, a holder would be entitled to receive a fractional interest in a share, the Issuer will, upon exercise, round down to the nearest whole number the number of shares of common stock to be issued to the warrant holder. Reporting person disclaims beneficial ownership except to the extent of 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. /s/ Kevin Charlton 2014-01-24