0001144204-18-063926.txt : 20181210 0001144204-18-063926.hdr.sgml : 20181210 20181210212244 ACCESSION NUMBER: 0001144204-18-063926 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20181206 FILED AS OF DATE: 20181210 DATE AS OF CHANGE: 20181210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Argand Partners Fund, LP CENTRAL INDEX KEY: 0001663099 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38166 FILM NUMBER: 181227666 BUSINESS ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-588-6470 MAIL ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Argand Partners Institutional Co-Invest Fund, LP CENTRAL INDEX KEY: 0001663094 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38166 FILM NUMBER: 181227667 BUSINESS ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-588-6470 MAIL ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Argand Partners SEA Fund AI, LP CENTRAL INDEX KEY: 0001663083 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38166 FILM NUMBER: 181227668 BUSINESS ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-588-6470 MAIL ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Argand Partners SEA Fund QP, LP CENTRAL INDEX KEY: 0001663088 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38166 FILM NUMBER: 181227669 BUSINESS ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-588-6470 MAIL ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Argand Partners Team Co-Invest Fund LP CENTRAL INDEX KEY: 0001712426 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38166 FILM NUMBER: 181227670 BUSINESS ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-871-1107 MAIL ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Concrete Pumping Holdings, Inc. CENTRAL INDEX KEY: 0001703956 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 821114958 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-588-6470 MAIL ADDRESS: STREET 1: 28 WEST 44TH STREET STREET 2: SUITE 501 CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: Industrea Acquisition Corp. DATE OF NAME CHANGE: 20170414 4 1 tv508766_4.xml OWNERSHIP DOCUMENT X0306 4 2018-12-06 1 0001703956 Concrete Pumping Holdings, Inc. BBCP 0001663099 Argand Partners Fund, LP C/O INDUSTREA ACQUISITION CORP. 28 WEST 44TH STREET, SUITE 501 NEW YORK NY 10036 0 0 1 0 0001663094 Argand Partners Institutional Co-Invest Fund, LP 28 WEST 44TH STREET SUITE 501 NEW YORK NY 10036 0 0 1 0 0001663083 Argand Partners SEA Fund AI, LP 28 WEST 44TH STREET SUITE 501 NEW YORK NY 10036 0 0 1 0 0001663088 Argand Partners SEA Fund QP, LP 28 WEST 44TH STREET SUITE 501 NEW YORK NY 10036 0 0 1 0 0001712426 Argand Partners Team Co-Invest Fund LP 28 WEST 44TH STREET SUITE 501 NEW YORK NY 10036 0 0 1 0 Class A Common Stock 2018-12-06 4 M 0 4403325 A 4403325 I By Industrea Alexandria LLC Class A Common Stock 2018-12-06 4 J 0 4403325 D 0 I By Industrea Alexandria LLC Class B Common Stock 2018-12-06 4 J 0 1202925 0 D Class A Common Stock 1202925 4403325 D Class B Common Stock 2018-12-06 4 M 0 4403325 0 D Class A Common Stock 4403325 0 D Immediately 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. Upon 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. Forfeiture of Founder Shares to Industrea Acquisition Corp. for no consideration. The 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. Each 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. The 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. 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. /s/ Joel L. Rubinstein, Attorney-in-Fact for Argand Partners Fund, LP 2018-12-10 /s/ Joel L. Rubinstein, Attorney-in-Fact for Argand Partners Institutional Co-Invest Fund, LP 2018-12-10 /s/ Joel L. Rubinstein, Attorney-in-Fact for Argand Partners SEA Fund AI, LP 2018-12-10 /s/ Joel L. Rubinstein, Attorney-in-Fact for Argand Partners SEA Fund QP, LP 2018-12-10 /s/ Joel L. Rubinstein, Attorney-in-Fact for Argand Partners Team Co-Invest Fund, LP 2018-12-10 EX-99.1 2 tv508766_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

Joint Filer Information


Name of Joint Filer:		Argand Partners Fund, LP

Address of Joint Filer:		c/o Industrea Acquisition Corp.
		28 West 44th Street, Suite 501
		New York, NY 10036

Relationship of Joint Filer to Industrea Acquisition Corp.:		10% Owner

Issuer Name and Ticker or Trading Symbol:		Concrete Pumping Holdings, Inc. (BBCP)

Date of Event Requiring Statement:
(Month/Day/Year):		12/06/2018

Designated Filer:		Argand Partners Fund, LP


Name of Joint Filer:		Argand Partners Institutional Co-Invest Fund, LP

Address of Joint Filer:		c/o Industrea Acquisition Corp.
		28 West 44th Street, Suite 501
		New York, NY 10036

Relationship of Joint Filer to Industrea Acquisition Corp.:		10% Owner

Issuer Name and Ticker or Trading Symbol:		Concrete Pumping Holdings, Inc. (BBCP)

Date of Event Requiring Statement:
(Month/Day/Year):		12/06/2018

Designated Filer:		Argand Partners Fund, LP


Name of Joint Filer:		Argand Partners SEA Fund AI, LP

Address of Joint Filer:		c/o Industrea Acquisition Corp.
		28 West 44th Street, Suite 501
		New York, NY 10036

Relationship of Joint Filer to Industrea Acquisition Corp.:		10% Owner

Issuer Name and Ticker or Trading Symbol:		Concrete Pumping Holdings, Inc. (BBCP)

Date of Event Requiring Statement:
(Month/Day/Year):		12/06/2018

Designated Filer:		Argand Partners Fund, LP


Name of Joint Filer:		Argand Partners SEA Fund QP, LP

Address of Joint Filer:		c/o Industrea Acquisition Corp.
		28 West 44th Street, Suite 501
		New York, NY 10036

Relationship of Joint Filer to Industrea Acquisition Corp.:		10% Owner

Issuer Name and Ticker or Trading Symbol:		Concrete Pumping Holdings, Inc. (BBCP)

Date of Event Requiring Statement:
(Month/Day/Year):		12/06/2018

Designated Filer:		Argand Partners Fund, LP


Name of Joint Filer:		Argand Partners Team Co-Invest Fund LP

Address of Joint Filer:		c/o Industrea Acquisition Corp.
		28 West 44th Street, Suite 501
		New York, NY 10036

Relationship of Joint Filer to Industrea Acquisition Corp.:		10% Owner

Issuer Name and Ticker or Trading Symbol:		Concrete Pumping Holdings, Inc. (BBCP)

Date of Event Requiring Statement:
(Month/Day/Year):		12/06/2018

Designated Filer:		Argand Partners Fund, LP