Home > Insider Trading > Filing (0001213900-20-004334)

Filing Details

Accession Number:: 0001213900-20-004334
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-02-19 21:16:34
Reporting Period:: 2020-02-14

Accepted Time:: 2020-02-19 21:16:34
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1759824	Alta Equipment Group Inc.	ALTG	Services-Business Services, Nec (7389)	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1464790	B. Riley Financial, Inc.	21255 Burbank Boulevard Suite 400 Woodland Hills CA 91367	No	No	Yes	No
1505748	B. Riley Fbr, Inc.	11100 Santa Monica Blvd Suite 800 Los Angeles CA 90025	No	No	Yes	No
1642765	Brc Partners Opportunity Fund, Lp	11100 Santa Monica Blvd Suite 800 Los Angeles CA 90025	No	No	Yes	No
1658704	B. Riley Capital Management, Llc	11100 Santa Monica Blvd Suite 800 Los Angeles CA 90025	No	No	Yes	No
1749420	Brc Partners Management Gp, Llc	11100 Santa Monica Blvd Suite 800 Los Angeles CA 90025	No	No	Yes	No
1772457	B. Riley Principal Sponsor Co., Llc	299 Park Avenue 21St Floor New York NY 10171	No	No	Yes	No
1776226	B. Riley Principal Investments, Llc	21255 Burbank Boulevard Suite 400 Woodland Hills CA 91367	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2020-02-14	685,000	$0.00	4,861,248	No	4	P	Indirect	See notes
Common Stock	Acquisiton	2020-02-14	36,054	$0.00	4,897,302	No	4	J	Indirect	See notes
Common Stock	Disposition	2020-02-14	370,000	$0.00	4,527,302	No	4	S	Indirect	See notes
Common Stock	Disposition	2020-02-14	19,473	$0.00	4,507,829	No	4	J	Indirect	See notes
Common Stock	Acquisiton	2020-02-14	2,500,000	$0.00	7,007,829	No	4	P	Indirect	See notes
Common Stock	Acquisiton	2020-02-14	100,000	$0.00	7,107,829	No	4	P	Indirect	See notes
Common Stock	Disposition	2020-02-14	178,947	$0.00	6,928,882	No	4	J	Indirect	See notes
Common Stock	Disposition	2020-02-14	1,470,855	$0.00	5,458,027	No	4	J	Indirect	See notes
Common Stock	Disposition	2020-02-14	279,592	$0.00	5,178,435	No	4	J	Indirect	See notes
Common Stock	Disposition	2020-02-14	186,395	$0.00	4,992,040	No	4	J	Indirect	See notes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See notes
No	4	J	Indirect	See notes
No	4	S	Indirect	See notes
No	4	J	Indirect	See notes
No	4	P	Indirect	See notes
No	4	P	Indirect	See notes
No	4	J	Indirect	See notes
No	4	J	Indirect	See notes
No	4	J	Indirect	See notes
No	4	J	Indirect	See notes

Reported Derivative Transactions

Show Other Fields >>

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Warrants (right to buy)	Acquisiton	2020-02-14	256,875	$0.00	256,875	$11.50
Common Stock	Warrants (right to buy)	Disposition	2020-02-14	138,750	$0.00	138,750	$11.50
Common Stock	Warrants (right to buy)	Acquisiton	2020-02-14	1,250,000	$0.00	1,250,000	$11.50
Common Stock	Warrants (right to buy)	Disposition	2020-02-14	1,250,000	$0.00	1,250,000	$11.50
Common Stock	Warrants (right to buy)	Disposition	2020-02-14	25,000	$0.00	25,000	$11.50

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
512,325	No	4	J	Indirect
373,575	No	4	J	Indirect
1,623,575	No	4	J	Indirect
373,575	No	4	J	Indirect
348,575	No	4	J	Indirect

Footnotes

In addition to B. Riley Financial, Inc., a Delaware corporation ("BRF"), this Form 4 is being filed jointly by B. Riley Principal Sponsor Co., LLC (the "Sponsor"), B. Riley Capital Management, LLC, a New York limited liability company ("BRCM"), BRC Partners Management GP, LLC, a Delaware limited liability company ("BRPGP"), BRC Partners Opportunity Fund, L.P., a Delaware limited partnership ("BRPLP"), B. Riley Principal Investments, LLC, a Delaware limited liability company ("BRPI"), and B. Riley FBR, Inc., a Delaware corporation ("BRFBR" and collectively, the "Filing Persons"). Each of the Filing Persons disclaims beneficial ownership of the outstanding shares of Common Stock ("Common Stock") of Alta Equipment Group Inc., a Delaware corporation (the "Issuer" or the "Company"), reported herein except to the extent of its pecuniary interest therein.
BRPGP is the general partner of BRPLP, BRCM is an investment advisor to BRPLP, and BRF is the parent company of BRCM. As a result, BRPGP, BRCM and BRF may be deemed to indirectly beneficially own the Shares held by BRPLP. BRF is the parent company of BRFBR and the sole member of the managing member of the Sponsor, and has voting and dispositive power over the securities held by each of BRFBR and the Sponsor. As a result, BRF may be deemed to indirectly beneficially own the securities held by BRFBR and the Sponsor. BRF is the parent company of BRPI. As a result, BRF may be deemed to indirectly beneficially own the Shares held by BRPI.
Represents shares of Common Stock or warrants held directly by BRPLP.
As previously disclosed, on December 12, 2019, the Company entered into certain subscription agreements (the "Subscription Agreements") with institutional and accredited investors (the "PIPE investors") pursuant to which such investors agreed to purchase, immediately prior to the closing of the Business Combination, an aggregate of $35,000,000 of the Company's shares of common stock at a price of $10.00 per share, or an aggregate of 3,500,000 shares of common stock. As previously disclosed, BRPLP and BRPI are among the PIPE investors.
As an inducement to enter into the subscription agreements, and upon the consummation of the business combination, the PIPE investors (other than BRPI) received an aggregate of 178,947 incentive shares and an aggregate of 1,275,000 of the Company's warrants.
On February 12, 2020, the Company entered into securities purchase agreements (the "Securities Purchase Agreements") with BRPLP and certain PIPE investors, which include Zachary E. Savas and Andrew Studdert, two of the members of the Company's board of directors, pursuant to which such PIPE investors have agreed to purchase from BRPLP an aggregate of 370,000 of the shares of common stock BRPLP subscribed to purchase at a price of $10.00 per share, or $3,700,000, and pursuant to which such PIPE investors will receive an additional 19,473 shares of common stock (each, an "incentive share") and 138,750 warrants to purchase shares of common stock (each, an "incentive warrant") from BRPLP in the aggregate.
Immediately prior to the closing, pursuant to the forward purchase agreement, dated as of April 8, 2019 (the "Forward Purchase Agreement"), by and between the Company and BRPI, the Company issued to BRPI 2,500,000 shares of common stock for $10.00 per share, for an aggregate purchase price of $25,000,000, plus 1,250,000 warrants.
Represents shares of Common Stock or warrants held directly by BRPI.
Immediately prior to the Closing, in connection with the Subscription Agreements, the Sponsor forfeited 178,947 shares of common stock to the Company for cancellation for no consideration, and BRPI and the Sponsor transferred an aggregate of 1,275,000 warrants to the Company for no consideration. In addition, immediately prior to the Closing, the Sponsor forfeited to the Company for cancellation for no consideration an aggregate of 1,470,855 additional shares of common stock.
Represents shares of Common Stock or warrants held directly by the Sponsor.
Represents shares of Common Stock sent in a pro rata distribution by the Sponsor to certain of its members in connection with the business combination.
The warrants will become exercisable on April 11, 2020, which is 12 months from the closing of the initial public offering of the Issuer.
The warrants will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation, as further described in the Prospectus.