Statement of Ownership (sc 13g)
10 Februar 2020 - 11:26PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
Hennessy
Capital Acquisition Corp. IV
(Name
of Issuer)
Class
A common stock, par value $0.0001 per share
(Title
of Class of Securities)
42589C104
(CUSIP
Number)
December 31,
2019
(Date
of Event Which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
|
*
|
The
remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in
a prior cover page.
|
The
information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18
of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP
No. 42589C104
1.
|
|
Names
of Reporting Persons
Hennessy
Capital Partners IV LLC
|
2.
|
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC
Use Only
|
4.
|
|
Citizenship
or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole
Voting Power
5,656,820
(1)
|
|
6.
|
|
Shared
Voting Power
0
|
|
7.
|
|
Sole
Dispositive Power
5,656,820
(1)(2)
|
|
8.
|
|
Shared
Dispositive Power
0
|
9.
|
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
5,656,820
(1)(2)
|
10.
|
|
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
See
footnote (2) below.
|
11.
|
|
Percent
of Class Represented by Amount in Row (9)
15.9%(1)(2)(3)
|
12.
|
|
Type
of Reporting Person (See Instructions)
OO
|
CUSIP
42589C104
1.
|
|
Names
of Reporting Persons
Hennessy
Capital LLC
|
2.
|
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC
Use Only
|
4.
|
|
Citizenship
or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole
Voting Power
0
|
|
6.
|
|
Shared
Voting Power
5,656,820
(1)
|
|
7.
|
|
Sole
Dispositive Power
0
|
|
8.
|
|
Shared
Dispositive Power
5,656,820
(1)(2)
|
9.
|
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
5,656,820
(1)(2)
|
10.
|
|
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
See
footnote (2) below.
|
11.
|
|
Percent
of Class Represented by Amount in Row (9)
15.9%(1)(2)(3)
|
12.
|
|
Type
of Reporting Person (See Instructions)
OO
|
CUSIP
42589C104
1.
|
|
Names
of Reporting Persons
Daniel
J. Hennessy
|
2.
|
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC
Use Only
|
4.
|
|
Citizenship
or Place of Organization
United
States
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole
Voting Power
0
|
|
6.
|
|
Shared
Voting Power
5,656,820
(1)
|
|
7.
|
|
Sole
Dispositive Power
0
|
|
8.
|
|
Shared
Dispositive Power
5,656,820
(1)(2)
|
9.
|
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
5,656,820
(1)(2)
|
10.
|
|
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
See
footnote (2) below.
|
11.
|
|
Percent
of Class Represented by Amount in Row (9)
15.9%(1)(2)(3)
|
12.
|
|
Type
of Reporting Person (See Instructions)
IN
|
|
(1)
|
See
Item 4. These are the Issuer’s shares of Class B common stock, which will automatically convert into the Issuer’s
shares of Class A common stock at the time of the Issuer’s initial business combination and as more fully described
under the heading “Description of Securities-Founder Shares” in the Issuer’s registration statement on Form
S-1 (File Nos. 333-229608 and 333-229989). Daniel J. Hennessy, our Chairman and Chief Executive Officer, is the sole managing
member of Hennessy Capital LLC, the sole managing member of Hennessy Capital Partners IV LLC. Consequently, Mr. Hennessy may be
deemed the beneficial owner of the shares held by Hennessy Capital Partners IV LLC and has sole voting and dispositive control
over such securities.
|
|
(2)
|
Excludes
11,739,394 shares which may be purchased by exercising warrants that are not presently exercisable.
|
|
(3)
|
Based
on 30,015,000 shares of Class A common stock issued and outstanding as of November 8, 2019 as reported in the Issuer’s
Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2019 and assuming the conversion
of all the shares of Class B common stock held by Hennessy Capital Partners IV LLC.
|
Item 1(a).
|
Name
of Issuer
|
Hennessy
Capital Acquisition Corp. IV (the “Issuer”)
Item 1(b).
|
Address of the Issuer’s
Principal Executive Offices
|
3485
N. Pines Way, Suite 110
Wilson,
WY 83014
Item 2(a).
|
Names of Persons
Filing
|
Hennessy
Capital Partners IV LLC, Hennessy Capital LLC and Daniel J. Hennessy (collectively, the “Reporting Persons”)
Item 2(b).
|
Address of the Principal
Business Office, or if none, Residence:
|
3485
N. Pines Way, Suite 110
Wilson,
WY 83014
Each
of Hennessy Capital Partners IV LLC and Hennessy Capital LLC is a limited liability company formed in Delaware. Daniel J. Hennessy
is a citizen of the United States of America.
Item 2(d).
|
Title of Class of
Securities
|
Class
A common stock, $0.0001 par value per share.
The
shares of Class A common stock are the class of common stock of the Issuer registered pursuant to the Act. The Reporting Persons
own shares of Class B common stock. The shares of Class B common stock will automatically convert into shares of Class A common
stock at the time of the Issuer’s initial business combination (the “Business Combination”) on a one-for-one
basis, subject to certain adjustments. In the event that additional shares of Class A common stock, or equity-linked securities,
are issued or deemed issued in excess of the amounts offered in the Issuer’s initial public offering (the “IPO”)
and related to the closing of the Business Combination, the ratio at which the shares of Class B common stock shall convert into
shares of Class A common stock will be adjusted (unless the holders of a majority of the outstanding shares of Class B common
stock agree to waive such adjustment with respect to any such issuance or deemed issuance) so that the number of shares of Class
A common stock issuable upon conversion of all shares of Class B common stock will equal, in the aggregate, 20% of the sum of
the total number of all shares of common stock outstanding upon completion of the IPO plus all shares of Class A common stock
and equity-linked securities issued or deemed issued in connection with the Business Combination (excluding any shares or equity-linked
securities issued, or to be issued, to any seller in the Business Combination, any private placement-equivalent warrants issued
to Hennessy Capital Partners IV LLC or its affiliates upon conversion of loans made to the Issuer or any securities issued pursuant
to the forward purchase agreement).
42589C104
Item 3.
|
If this statement
is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
|
|
☐
|
(a) Broker or Dealer registered
under Section 15 of the Exchange Act.
|
|
|
|
|
☐
|
(b) Bank as defined in Section 3(a)(b) or the
Exchange Act.
|
|
|
|
|
☐
|
(c) Insurance company as defined in Section
3(a)(19) of the Exchange Act.
|
|
|
|
|
☐
|
(d) Investment company registered under Section
8 of the Investment Company Act.
|
|
|
|
|
☐
|
(e) An Investment adviser in accordance with
Rule 13d-1 (b)(1)(ii)(e).
|
|
|
|
|
☐
|
(f) An employee benefit plan or endowment fund
in accordance with Rule 13d 1(b)(1)(ii)(f).
|
|
|
|
|
☐
|
(g) A Parent Holding Company or control person
in accordance with Rule 13d 1(b)(1)(ii)(g).
|
|
☐
|
(h) A Savings Association
as defined in Section 3(b) of the Federal Deposit Insurance Act.
|
|
|
|
|
☐
|
(i) A Church Plan that is excluded from the
definition of an investment company under Section 3 (c)(14) of the Investment Company Act.
|
|
|
|
|
☐
|
(j) Group, in accordance with Rule 13d-1 (b)(1)(ii)(j).
|
|
|
|
|
|
Not applicable
|
The
responses to Items 5-11 of the cover pages of this Schedule 13G are incorporated herein by reference.
As
of December 31, 2019, the Reporting Persons may be deemed to beneficially own 5,656,820 of the Issuer’s shares of Class B
common stock, representing 15.9% of the total shares of Class A common stock issued and outstanding and assuming the conversion
of all the shares of Class B common stock of the Reporting Persons. The shares of Class B common stock are automatically
convertible into the Issuer’s shares of Class A common stock at the time of the Issuer’s initial business combination
on a one-for-one basis, subject to adjustment, as more fully described under the heading “Description of Securities-Founder
Shares” in the Issuer’s registration statement on Form S-1 (File Nos. 333-229608 and 333-229989).
The
percentage of the shares of Class B common stock held by the Reporting Persons is based on 30,015,000 shares of Class A common
stock issued and outstanding as of November 8, 2019 as reported in the Issuer’s
Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2019 and assuming the conversion
of all the shares of Class B common stock held by the Reporting Persons.
Hennessy
Capital Partners IV LLC is the record holder of the shares reported herein. Daniel J. Hennessy, our Chairman and Chief Executive
Officer, is the sole managing member of Hennessy Capital LLC, the sole managing member of Hennessy Capital Partners IV LLC. Consequently,
Mr. Hennessy may be deemed the beneficial owner of the shares held by Hennessy Capital Partners IV LLC and has sole voting and
dispositive control over such securities.
Item 5.
|
Ownership of Five Percent or Less of a Class
|
Not
Applicable
Item 6.
|
Ownership of More than Five Percent on Behalf
of Another Person
|
Not
Applicable
Item 7.
|
Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
|
Not
Applicable
Item 8.
|
Identification and Classification of Members
of the Group
|
Not
Applicable
Item 9.
|
Notice of Dissolution of Group
|
Not
Applicable
Not
Applicable
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
DATE:
February 10, 2020
|
HENNESSY
CAPITAL PARTNERS IV LLC,
a
Delaware limited liability company
|
|
|
|
By:
|
HENNESSY
CAPITAL LLC,
a
Delaware limited liability company, as the managing member of Hennessy Capital Partners IV LLC
|
|
By:
|
/s/
Daniel J. Hennessy
|
|
Name:
|
Daniel J. Hennessy
|
|
Title:
|
Managing Member
|
|
HENNESSY CAPITAL LLC,
a Delaware limited liability company
|
|
|
|
|
By:
|
/s/ Daniel
J. Hennessy
|
|
Name:
|
Daniel J. Hennessy
|
|
Title:
|
Managing Member
|
|
/s/ Daniel
J. Hennessy
|
|
Daniel J. Hennessy
|
Attention:
Intentional misstatements or omissions of fact constitute Federal criminal violations
(See
18 U.S.C. 1001)
EXHIBIT
1
JOINT
FILING AGREEMENT
In
accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing
on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the shares
of Class A common stock, $0.0001 par value per share, of Hennessy Capital Acquisition Corp. IV, and further agree that this Joint
Filing Agreement shall be included as an exhibit to such joint filings.
The
undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any
amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided,
however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such
party knows or has reason to believe that such information is inaccurate.
This
Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the
same instrument.
IN
WITNESS WHEREOF, the undersigned have executed this Agreement as of February 10, 2020.
|
HENNESSY
CAPITAL PARTNERS IV LLC,
a
Delaware limited liability company
|
|
|
|
By:
|
HENNESSY CAPITAL LLC,
|
|
|
a Delaware limited liability company, as the
managing member of Hennessy Capital Partners IV LLC
|
|
By:
|
/s/
Daniel J. Hennessy
|
|
Name:
|
Daniel J. Hennessy
|
|
Title:
|
Managing Member
|
|
HENNESSY CAPITAL LLC,
a Delaware limited liability company
|
|
|
|
|
By:
|
/s/ Daniel
J. Hennessy
|
|
Name:
|
Daniel J. Hennessy
|
|
Title:
|
Managing Member
|
|
/s/ Daniel
J. Hennessy
|
|
Daniel J. Hennessy
|
8
Hennessy Capital Acquisi... (NASDAQ:HCACU)
Historical Stock Chart
Von Mai 2024 bis Jun 2024
Hennessy Capital Acquisi... (NASDAQ:HCACU)
Historical Stock Chart
Von Jun 2023 bis Jun 2024