UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Warrants (4) | (5) | (5) | Common Stock | 2,000,000 | $ 11.5 | I | See footnote (1) (2) (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
AE RED HOLDINGS, LLC C/O AE INDUSTRIAL PARTNERS, LP 2500 N. MILITARY TRAIL, SUITE 470 BOCA RATON, FL 33431 |
X | |||
AE INDUSTRIAL PARTNERS FUND II GP, LP C/O AE INDUSTRIAL PARTNERS, LP 2500 N. MILITARY TRAIL, SUITE 470 BOCA RATON, FL 33431 |
X | |||
GREENE MICHAEL ROBERT C/O AE INDUSTRIAL PARTNERS, LP 2500 N. MILITARY TRAIL, SUITE 470 BOCA RATON, FL 33431 |
X | |||
ROWE DAVID H. C/O AE INDUSTRIAL PARTNERS, LP 2500 N. MILITARY TRAIL, SUITE 470 BOCA RATON, FL 33431 |
X | |||
AE INDUSTRIAL PARTNERS FUND II-B, LP C/O AE INDUSTRIAL PARTNERS, LP 2500 N. MILITARY TRAIL, SUITE 470 BOCA RATON, FL 33431 |
X | |||
AE INDUSTRIAL PARTNERS FUND II, LP C/O AE INDUSTRIAL PARTNERS, LP 2500 N. MILITARY TRAIL, SUITE 470 BOCA RATON, FL 33431 |
X | |||
AE INDUSTRIAL PARTNERS FUND II-A, LP C/O AE INDUSTRIAL PARTNERS, LP 2500 N. MILITARY TRAIL, SUITE 470 BOCA RATON, FL 33431 |
X | |||
AEROEQUITY GP, LLC C/O AE INDUSTRIAL PARTNERS, LP 2500 N. MILITARY TRAIL, SUITE 470 BOCA RATON, FL 33431 |
X |
AE Red Holdings, LLC /s/ Alexander M. Schwartz, by Power of Attorney | 09/14/2021 | |
**Signature of Reporting Person | Date | |
AE Industrial Partners Fund II GP, LP /s/ Alexander M. Schwartz, by Power of Attorney | 09/14/2021 | |
**Signature of Reporting Person | Date | |
Michael R. Greene /s/ Alexander M. Schwartz, by Power of Attorney | 09/14/2021 | |
**Signature of Reporting Person | Date | |
David H. Rowe /s/ Alexander M. Schwartz, by Power of Attorney | 09/14/2021 | |
**Signature of Reporting Person | Date | |
AE Industrial Partners Fund II-B, LP /s/ Alexander M. Schwartz, by Power of Attorney | 09/14/2021 | |
**Signature of Reporting Person | Date | |
AE Industrial Partners Fund II, LP /s/ Alexander M. Schwartz, by Power of Attorney | 09/14/2021 | |
**Signature of Reporting Person | Date | |
AE Industrial Partners Fund II-A, LP /s/ Alexander M. Schwartz, by Power of Attorney | 09/14/2021 | |
**Signature of Reporting Person | Date | |
AeroEquity GP, LLC /s/ Alexander M. Schwartz, by Power of Attorney | 09/14/2021 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Consists of shares of common stock acquired by AE Red Holdings, LLC ("AE Red") on September 2, 2021 pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 24, 2021, by and among Redwire Corporation (formerly Genesis Park Acquisition Corp.) (the "Issuer"), Shepard Merger Sub Corporation, Cosmos Intermediate, LLC and AE Red. |
(2) | Voting and dispositive power with respect to the shares of common stock held by AE Red Holdings, LLC ("AE Red") is exercised by Michael Greene and David H. Rowe, the managing members of AeroEquity GP, LLC , which is the general partner of AE Industrial Partners Fund II GP, LP ("AE Fund II GP). AE Industrial Partners Fund II-B, LP ("AE Fund II-B"), AE Industrial Partners Fund II, LP ("AE Fund II LP") and AE Industrial Partners Fund II-A, LP ("AE Fund II-A" and together with AE Fund II-B and AE Fund II LP, the "AE Funds") are the controlling equityholders of AE Red. AE Fund II GP is the general partner of each of the AE Funds. |
(3) | Each of the foregoing entities and individuals disclaims beneficial ownership of the shares reported hereby, except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. |
(4) | Consist of warrants issued pursuant to the Merger Agreement. |
(5) | The warrants will expire five years after the date of the issuer's business combination (subject to certain exceptions provided by the governing warrant agreement). |
Remarks: This Form 3 amendment supersedes, replaces and restates the original Form 3 filed by AE Red Holdings, LLC, AE Industrial Partners Fund II GP, LP, Michael R. Greene, David H. Rowe, AE Industrial Partners Fund II-B, LP, AE Industrial Partners Fund II, LP, AE Industrial Partners Fund II-A, LP, AE Industrial Partners, LP and AeroEquity GP, LLC on September 2, 2021 (other than with respect to the power of attorney filed therewith). |