Filing Details
- Accession Number:
- 0001085146-20-001654
- Form Type:
- 13G Filing
- Publication Date:
- 2020-06-08 12:16:06
- Filed By:
- AQR Capital Management
- Company:
- Atlas Technical Consultants Inc. (NASDAQ:ATCX)
- Filing Date:
- 2020-06-08
- SEC Url:
- 13G Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| AQR Capital Management | 6 | 1,565,744 | 8 | 1,565,744 | 1,565,744 | 5% |
| AQR Capital Management Holdings | 6 | 1,565,744 | 8 | 1,565,744 | 1,565,744 | 5% |
| CNH Partners | 6 | 1,565,744 | 8 | 1,565,744 | 1,565,744 | 5% |
| AQR Absolute Return Master Account | 6 | 1,243,997 | 8 | 1,243,997 | 1,243,997 | 3.97% |
| AQR Principal Global Asset Allocation | 6 | 1,243,997 | 8 | 1,243,997 | 1,243,997 | 3.97% |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
ATLAS TECHNICAL CONSULTANTS, INC.
(Name of Issuer)
Class A common stock, $0.0001 par value per share
(Title of Class of Securities)
049430119
(CUSIP Number)
May 29, 2020
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* 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 the disclosures provided in a prior cover page.
The information required in 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 Instructions).
CUSIP No.: 049430119
| 1 | NAME OF REPORTING PERSON AQR Capital Management Holdings, LLC I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] | ||
| 3 | SEC USE ONLY | ||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware, USA | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | |
| 6 | SHARED VOTING POWER 1,565,744 | ||
| 7 | SOLE DISPOSITIVE POWER | ||
| 8 | SHARED DISPOSITIVE POWER 1,565,744 | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,565,744 * * The share amount disclosed represents Class A Common Stock underlying currently exercisable Class A Warrants held by the reporting person, and the ownership percentage is based on the 29,741,710 outstanding voting securities, as of May 29, 2020, consisting of 5,767,342 shares of Class A Common Stock and 23,974,368 shares of Class B Common Stock. | ||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
| ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5% * * The share amount disclosed represents Class A Common Stock underlying currently exercisable Class A Warrants held by the reporting person, and the ownership percentage is based on the 29,741,710 outstanding voting securities, as of May 29, 2020, consisting of 5,767,342 shares of Class A Common Stock and 23,974,368 shares of Class B Common Stock. | ||
| 12 | TYPE OF REPORTING PERSON HC | ||
CUSIP No.: 049430119
| 1 | NAME OF REPORTING PERSON AQR Absolute Return Master Account, L.P. I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] | ||
| 3 | SEC USE ONLY | ||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | |
| 6 | SHARED VOTING POWER 1,243,997 | ||
| 7 | SOLE DISPOSITIVE POWER | ||
| 8 | SHARED DISPOSITIVE POWER 1,243,997 | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,243,997 * * The share amount disclosed represents Class A Common Stock underlying currently exercisable Class A Warrants held by the reporting person, and the ownership percentage is based on the 29,741,710 outstanding voting securities, as of May 29, 2020, consisting of 5,767,342 shares of Class A Common Stock and 23,974,368 shares of Class B Common Stock. | ||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
| ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.97% * * The share amount disclosed represents Class A Common Stock underlying currently exercisable Class A Warrants held by the reporting person, and the ownership percentage is based on the 29,741,710 outstanding voting securities, as of May 29, 2020, consisting of 5,767,342 shares of Class A Common Stock and 23,974,368 shares of Class B Common Stock. | ||
| 12 | TYPE OF REPORTING PERSON PN | ||
CUSIP No.: 049430119
| ITEM 1(a). | NAME OF ISSUER:
ATLAS TECHNICAL CONSULTANTS, INC.
| |
| ITEM 1(b). | ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
13215 Bee Cave Parkway, Building B, Suite 230 Austin, Texas 78738 | |
| ITEM 2(a). | NAME OF PERSON FILING:
(1) AQR Capital Management, LLC (2) AQR Capital Management Holdings, LLC (3) CNH Partners, LLC (4) AQR Absolute Return Master Account, L.P. (5) AQR Principal Global Asset Allocation, LLC AQR Capital Management, LLC is a wholly owned subsidiary of AQR Capital Management Holdings, LLC. CNH Partners, LLC is deemed to be controlled by AQR Capital Management, LLC. AQR Capital Management, LLC, and CNH Partners, LLC act as investment manager to AQR Absolute Return Master Account, L.P. AQR Principal Global Asset Allocation, LLC is the general partner of AQR Absolute Return Master Account, L.P. | |
| ITEM 2(b). | ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
(1) TWO GREENWICH PLAZA GREENWICH, CT 06830 (2) TWO GREENWICH PLAZA GREENWICH, CT 06830 (3) TWO GREENWICH PLAZA GREENWICH, CT 06830 (4) TWO GREENWICH PLAZA GREENWICH, CT 06830 (5) TWO GREENWICH PLAZA GREENWICH, CT 06830 | |
| ITEM 2(c). | CITIZENSHIP:
(1) Delaware, USA (2) Delaware, USA (3) Delaware, USA (4) Cayman Islands (5) Delaware, USA | |
| ITEM 2(d). | TITLE OF CLASS OF SECURITIES:
Class A common stock, $0.0001 par value per share
| |
| ITEM 2(e). | CUSIP NUMBER:
049430119
| |
| ITEM 3. | IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-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 Act (15 U.S.C. 78c); | |
| (b)
[ ] | Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c)
[ ] | Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d)
[ ] | Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8); | |
| (e)
[ ] | An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E); | |
| (f)
[ ] | An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F); | |
| (g)
[ ] | A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G); | |
| (h)
[ ] | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i)
[ ] | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j)
[ ] | A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J); | |
| (k)
[ ] | Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution: | |
| ITEM 4. | OWNERSHIP | |
| (a) Amount beneficially owned: | ||
| 1,565,744* * Warrants representing 1,565,744 shares of Class A common stock. | ||
| (b) Percent of class: | ||
| 5%* * Warrants representing shares of Class A common stock beneficially owned represent 21.35% of the total number of shares of Class A common stock. | ||
| (c) Number of shares as to which the person has: | ||
| (i) sole power to vote or to direct the vote: | ||
| (ii) shared power to vote or to direct the vote: | ||
| AQR Capital Management, LLC - 1,565,744 AQR Capital Management Holdings, LLC - 1,565,744 CNH Partners, LLC - 1,565,744 AQR Absolute Return Master Account, L.P. - 1,243,997 AQR Principal Global Asset Allocation, LLC - 1,243,997 | ||
| (iii) sole power to dispose or direct the disposition of: | ||
| (iv) shared power to dispose or to direct the disposition of: | ||
| AQR Capital Management, LLC - 1,565,744 AQR Capital Management Holdings, LLC - 1,565,744 CNH Partners, LLC - 1,565,744 AQR Absolute Return Master Account, L.P. - 1,243,997 AQR Principal Global Asset Allocation, LLC - 1,243,997 | ||
| ITEM 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following
[ ].
| |
| ITEM 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
This Item 6 is not applicable.
| |
| ITEM 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
See Item 2(a) above.
| |
| ITEM 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
This Item 8 is not applicable.
| |
| ITEM 9. | NOTICE OF DISSOLUTION OF GROUP:
This Item 9 is not applicable.
| |
| ITEM 10. | CERTIFICATION:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
| |