U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-A

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR 12(g) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

HENNESSY CAPITAL ACQUISITION CORP. III

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware   81-4838205
(State of Incorporation or Organization)   (I.R.S. Employer Identification No.)
     

3485 N. Pines Way, Suite 110

Wilson, Wyoming

  83014
(Address of Principal Executive Offices)   (Zip Code)

   

Securities to be registered pursuant to Section 12(b) of the Act:    

 

Title of Each Class

to be Registered

 

Name of Each Exchange on Which

Each Class is to be Registered

     
Units, each consisting of one share of Common Stock and one-half of one Warrant   NYSE MKTLLC
     
Common Stock, par value $0.0001 per share   NYSE MKT LLC
     
Warrants, each whole warrant exercisable for one share of Common Stock 
at an exercise price of $11.50 		  NYSE MKT LLC

 

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box. ☒
     
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box. ☐

 

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ☐

 

Securities Act registration statement or Regulation A offering statement file number to which this form relates:  

333-218341

    (If applicable)

 

Securities to be registered pursuant to Section 12(g) of the Act:   

  

N/A
(Title of Class)

 

 

 

 

 

Item 1.      Description of Registrant’s Securities to be Registered.

 

The securities to be registered hereby are the units, common stock and warrants to purchase common stock of Hennessy Capital Acquisition Corp. III (the “ Company ”). The description of the units, common stock and warrants contained in the section entitled “Description of Securities” in the prospectus included in the Company’s Registration Statement on Form S-1 (File No. 333- 218341) filed with the Securities and Exchange Commission on May 30, 2017, as amended from time to time (the “ Registration Statement ”), to which this Form 8-A relates, is incorporated herein by reference. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that is subsequently filed is also incorporated by reference herein.

 

Item 2.   Exhibits.

 

The following exhibits have been filed as exhibits to the Registration Statement, as amended, and are incorporated herein by reference:

 

Exhibit No.   Description
3.1   Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 (File No. 333-218341), filed with the Securities and Exchange Commission on  May 30, 2017).
     
3.2   Form of Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1 (File No. 333-218341), filed with the Securities and Exchange Commission on  May 30, 2017).
     
3.3   Bylaws (incorporated by reference to Exhibit 3.3 to the Company’s Registration Statement on Form S-1 (File No. 333-218341), filed with the Securities and Exchange Commission on  May 30, 2017).
     
4.1   Specimen Unit Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-1 (File No. 333-218341), filed with the Securities and Exchange Commission on  May 30, 2017).
     
4.2   Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.2 to the Company’s Registration Statement on Form S-1 (File No. 333-218341), filed with the Securities and Exchange Commission on  May 30, 2017).
     
4.3   Specimen Warrant Certificate (incorporated by reference to Exhibit 4.3 to the Company’s Registration Statement on Form S-1 (File No. 333-218341), filed with the Securities and Exchange Commission on  May 30, 2017).
     
4.4   Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Company (incorporated by reference to Exhibit 4.4 to the Company’s Registration Statement on Form S-1 (File No. 333-218341), filed with the Securities and Exchange Commission on  May 30, 2017).
     
10.1   Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Company (incorporated by reference to Exhibit 10.3 to the Company’s Registration Statement on Form S-1 (File No. 333-218341), filed with the Securities and Exchange Commission on  May 30, 2017).
     
10.2   Form of Registration Rights Agreement between the Company and certain security holders ((incorporated by reference to Exhibit 10.4 to the Company’s Registration Statement on Form S-1 (File No. 333-218341), filed with the Securities and Exchange Commission on  May 30, 2017).

 

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SIGNATURE

 

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized.

 

  Very truly yours,
   
  HENNESSY CAPITAL ACQUISITION CORP. III
     
  By: /s/ Daniel J. Hennessy
    Daniel J. Hennessy
   

Chief Executive Officer and

Chairman of the Board of Directors

 

Dated: June 16, 2017

 

 

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