SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL 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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1. Name and Address of Reporting Person*
AXAR CAPITAL MANAGEMENT L.P.

(Last) (First) (Middle)
1330 AVENUE OF THE AMERICAS
SIXTH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/07/2016
3. Issuer Name and Ticker or Trading Symbol
AR CAPITAL ACQUISITION [ AXAR ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 7,297,827 I See Footnote(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Private Placement Warrants (right to buy) (2) (3) Common Stock 6,550,000 $12.5 I See Footnote(1)
1. Name and Address of Reporting Person*
AXAR CAPITAL MANAGEMENT L.P.

(Last) (First) (Middle)
1330 AVENUE OF THE AMERICAS
SIXTH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Axar GP, LLC

(Last) (First) (Middle)
1330 AVENUE OF THE AMERICAS
SIXTH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Axelrod Andrew

(Last) (First) (Middle)
1330 AVENUE OF THE AMERICAS
SIXTH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
CEO and Executive Chairman
Explanation of Responses:
1. This Form 3 is filed by Axar Capital Management, LP, Axar GP, LLC and Andrew Axelrod with respect to the reported securities held directly by Axar Master Fund, Ltd. Axar Capital Management, LP serves as investment manager to Axar Master Fund, Ltd. Axar GP, LLC is the sole general partner of Axar Capital Management, LP. Mr. Axelrod is the sole member of Axar GP, LLC and is the managing partner, portfolio manager and majority control person of Axar Capital Management, LP. Each of Axar Capital Management, LP, Axar GP, LLC and Mr. Axelrod disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interests therein.
2. The warrants will become exercisable 30 days after the completion of the Issuer's initial business combination.
3. The warrants will expire five years after the date on which they first became exercisable, at 5:00 p.m., New York time, or earlier upon redemption or liquidation.
AXAR CAPITAL MANAGEMENT, LP By: Axar GP LLC, its general partner, By: /s/ Andrew Axelrod, its Sole Member 10/12/2016
AXAR GP LLC By: /s/ Andrew Axelrod, its Sole Member 10/12/2016
/s/ Andrew Axelrod 10/12/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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