0001654954-17-011320.txt : 20171204 0001654954-17-011320.hdr.sgml : 20171204 20171204202327 ACCESSION NUMBER: 0001654954-17-011320 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171129 FILED AS OF DATE: 20171204 DATE AS OF CHANGE: 20171204 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ACKERMAN RICHARD CENTRAL INDEX KEY: 0001724016 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38302 FILM NUMBER: 171238468 MAIL ADDRESS: STREET 1: 2645 N. FEDERAL HIGHWAY STREET 2: SUITE 230 CITY: DELRAY BEACH STATE: FL ZIP: 33483 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Big Rock Partners Sponsor, LLC CENTRAL INDEX KEY: 0001723217 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38302 FILM NUMBER: 171238467 BUSINESS ADDRESS: STREET 1: 2645 N. FEDERAL HIGHWAY STREET 2: SUITE 230 CITY: DELRAY BEACH STATE: FL ZIP: 33483 BUSINESS PHONE: 3107342300 MAIL ADDRESS: STREET 1: 2645 N. FEDERAL HIGHWAY STREET 2: SUITE 230 CITY: DELRAY BEACH STATE: FL ZIP: 33483 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Big Rock Partners Acquisition Corp. CENTRAL INDEX KEY: 0001719406 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 822844431 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2645 N. FEDERAL HIGHWAY STREET 2: SUITE 230 CITY: DELRAY BEACH STATE: FL ZIP: 33483 BUSINESS PHONE: 3107342300 MAIL ADDRESS: STREET 1: 2645 N. FEDERAL HIGHWAY STREET 2: SUITE 230 CITY: DELRAY BEACH STATE: FL ZIP: 33483 4 1 section16.xml PRIMARY DOCUMENT X0306 4 2017-11-29 0001719406 Big Rock Partners Acquisition Corp. BRPAU 0001724016 ACKERMAN RICHARD C/O BIG ROCK PARTNERS ACQUISITION CORP. 2645 N. FEDERAL HIGHWAY, SUITE 230 DELRAY BEACH FL 33483 true true true President and CEO 0001723217 Big Rock Partners Sponsor, LLC 2645 N. FEDERAL HIGHWAY SUITE 230 DELRAY BEACH FL 33483 true Common Stock 2017-11-29 4 P false 22500 10.00 A 272500 I Big Rock Partners Sponsor, LLC Common Stock 1725000 I Big Rock Partners Sponsor, LLC Right to receive common stock 2017-11-29 4 P false 22500 A Common Stock 2250 27250 I Big Rock Partners Sponsor, LLC Warrant 11.50 2017-11-29 4 P false 11250 A Common Stock 11250 136250 I Big Rock Partners Sponsor, LLC Represents securities underlying units of the issuer. Each unit consists of one share of common stock, one right to receive one-tenth of one share of common stock upon the consummation of the issuer's initial business combination and one-half of one warrant, each whole warrant entitling the holder to purchase one share of common stock. Represents securities purchased upon the exercise of the underwriters' over-allotment option in connection with the issuer's initial public offering. Mr. Ackerman is the issuer's President, Chairman and Chief Executive Officer and the managing member of Big Rock Partners Sponsor, LLC (the "Sponsor") and has the sole voting and dispositive power of the securities held by the Sponsor. Accordingly. Mr. Ackerman may be deemed to have beneficial ownership of such shares. Each right entitles the holder to receive one-tenth (1/10) of one share of common stock upon consummation of the issuer's initial business combination. If the issuer fails to consummate an initial business combination within 12 months (or up to 18 months from the closing of the issuer's initial public offering, if the issuer extends the period of time to consummate a business combination as described in its amended and restated certificate of incorporation), the issuer will be dissolved and the rights will expire worthless. Each whole warrant will become exercisable on the later of the completion of the issuer's initial business combination and 12 months from the closing of the issuer's initial public offering. Each warrant will expire on the fifth anniversary of the completion of the issuer's initial business combination, or earlier upon redemption or liquidation. /s/ Richard Ackerman 2017-12-04 /s/ Richard Ackerman, Managing Partner 2017-12-04