0001493152-24-012082.txt : 20240329 0001493152-24-012082.hdr.sgml : 20240329 20240329214532 ACCESSION NUMBER: 0001493152-24-012082 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240327 FILED AS OF DATE: 20240329 DATE AS OF CHANGE: 20240329 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hennessy Thomas D CENTRAL INDEX KEY: 0001789408 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40292 FILM NUMBER: 24805312 MAIL ADDRESS: STREET 1: 3485 N. PINES WAY SUITE 110 CITY: WILSON STATE: WY ZIP: 83014 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: two CENTRAL INDEX KEY: 0001843988 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 981577238 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 17 BEACH CLUB DRIVE CITY: STATELINE STATE: NV ZIP: 89449 BUSINESS PHONE: (312) 954-9665 MAIL ADDRESS: STREET 1: 17 BEACH CLUB DRIVE CITY: STATELINE STATE: NV ZIP: 89449 4 1 ownership.xml X0508 4 2024-03-27 1 0001843988 two TWOA 0001789408 Hennessy Thomas D 195 US HWY 50 SUITE 208 ZEPHYR COVE NV 89448 1 1 1 0 CEO 0 Class A Ordinary Shares 2024-03-27 4 M 0 2130693 A 2130693 I See Footnote Class A Ordinary Shares 2024-03-27 4 J 0 2130693 D 0 I See Footnote Class B Ordinary Shares 2024-03-27 4 J 0 1071918 0 D Class A Ordinary Shares 1071918 2130693 I See Footnote Class B Ordinary Shares 2024-03-27 4 M 0 2130693 0 D Class A Ordinary Shares 2130693 0 I See Footnote On March 27, 2024 (the "Closing Date"), Logistic Properties of the Americas, a Cayman Islands exempted company ("LGA"), two, a Cayman Islands exempted company ("TWOA"), LatAm Logistic Properties, S.A., a company incorporated under the laws of Panama ("LLP"), consummated their previously announced business combination (the "Business Combination") pursuant to the Business Combination Agreement, dated as of August 15, 2023 (the "Business Combination Agreement"), by and among LGA, TWOA, LLP and the other parties thereto. On the Closing Date, pursuant to the terms of the Business Combination Agreement, each outstanding Class B ordinary share of TWOA converted into a Class A ordinary share of TWOA at a conversion ratio of one Class B ordinary share for one Class A ordinary share. In connection with the consummation of the Business Combination, 1,071,918 of the Class B ordinary shares of TWOA were forfeited by the reporting person to LGA for no consideration. Pursuant to the terms of the Business Combination Agreement, on the Closing Date, each outstanding Class A ordinary share of TWOA following the conversion described in footnote 1 above was exchanged for one newly issued ordinary share of LGA. These shares are held by HC Proptech Partners III LLC (the "Sponsor"). HC PropTech III LLC is the managing member of the Sponsor and each of Thomas D. Hennessy and Daniel J. Hennessy are the managing members of HC PropTech III LLC. /s/ Thomas D. Hennessy 2024-03-29