0001140361-21-011624.txt : 20210405 0001140361-21-011624.hdr.sgml : 20210405 20210405170820 ACCESSION NUMBER: 0001140361-21-011624 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210401 FILED AS OF DATE: 20210405 DATE AS OF CHANGE: 20210405 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PLATINUM EQUITY LLC CENTRAL INDEX KEY: 0001228754 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38186 FILM NUMBER: 21806435 BUSINESS ADDRESS: STREET 1: 360 NORTH CRESCENT DRIVE CITY: BEVERLY HILLS STATE: CA ZIP: 90210 BUSINESS PHONE: 3107121195 MAIL ADDRESS: STREET 1: 360 NORTH CRESCENT DRIVE CITY: BEVERLY HILLS STATE: CA ZIP: 90210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gores Tom CENTRAL INDEX KEY: 0001471783 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38186 FILM NUMBER: 21806434 MAIL ADDRESS: STREET 1: C/O PLATINUM EQUITY STREET 2: 360 NORTH CRESCENT DRIVE, SOUTH BUILDING CITY: BEVERLY HILLS STATE: CA ZIP: 90210 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Custom Truck One Source, Inc. CENTRAL INDEX KEY: 0001709682 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7701 INDEPENDENCE AVENUE CITY: KANSAS CITY STATE: MO ZIP: 64125 BUSINESS PHONE: (816) 241-4888 MAIL ADDRESS: STREET 1: 7701 INDEPENDENCE AVENUE CITY: KANSAS CITY STATE: MO ZIP: 64125 FORMER COMPANY: FORMER CONFORMED NAME: NESCO HOLDINGS, INC. DATE OF NAME CHANGE: 20190730 FORMER COMPANY: FORMER CONFORMED NAME: Capitol Investment Corp. IV DATE OF NAME CHANGE: 20170619 4 1 form4.xml FORM 4 X0306 4 2021-04-01 0001709682 Custom Truck One Source, Inc. CTOS 0001228754 PLATINUM EQUITY LLC C/O PLATINUM EQUITY ADVISORS, LLC 360 NORTH CRESCENT DRIVE, SOUTH BUILDING BEVERLY HILLS CA 90210 true 0001471783 Gores Tom C/O PLATINUM EQUITY ADVISORS, LLC 360 NORTH CRESCENT DRIVE, SOUTH BUILDING BEVERLY HILLS CA 90210 true Common Stock 2021-04-01 4 P 0 148600000 5 D 148600000 I See Footnotes Two Forms 4 are being filed, covering a total of twelve (12) reporting persons. This is the second of the two Forms 4 (the "Second Form 4"). The first of the two Forms 4 (the "First Form 4") is being filed by each of: (i) PE One Source Holdings, LLC, a Delaware limited liability company ("PE One Source"), (ii) Platinum Equity Capital Partners V, L.P., a Delaware limited partnership ("PECP V"), (iii) Platinum Equity Partners V, L.P., a Delaware limited partnership ("PEP V LP"), (iv) Platinum Equity Partners V, LLC, a Delaware limited liability company ("PEP V LLC"), (v) Platinum Equity Investment Holdings V, LLC, a Delaware limited liability company ("PEIH V"), (vi) Platinum Equity Investment Holdings V Manager, LLC, a Delaware limited liability company ("PEIH V Manager"), (vii) Platinum Equity InvestCo, L.P., a Cayman Islands limited partnership ("PEIC LP"), (viii) Platinum InvestCo (Cayman), LLC, a Cayman Islands limited liability company ("PIC LLC"), (Continued From Footnote 1) (ix) Platinum Equity Investment Holdings IC (Cayman), LLC, a Delaware limited liability company ("PEIH IC LLC"), and (x) Platinum Equity Investment Holdings, LLC, a Delaware limited liability company ("Platinum Holdings"). This Form 4 is being filed by (xi) Platinum Equity, LLC, a Delaware limited liability company ("Platinum Equity," and together with the entities listed in clauses (i)-(x), the "Platinum Entities," and (xii) Tom Gores, an individual and citizen of the United States (each person or entity listed in clauses (i)-(xii), a "Reporting Person" and, collectively, the "Reporting Persons"). PE One Source directly owns 148,600,000 shares of common stock, par value $0.0001 per share (the "Shares"), of Custom Truck One Source, Inc. (the "Issuer"). PECP V holds a majority of the outstanding equity in PE One Source and, accordingly, may be deemed to beneficially own the Shares beneficially owned by PE One Source. (Continued From Footnote 2) PEP V LP is the general partner of PECP V and, accordingly, may be deemed to beneficially own the Shares beneficially owned by PECP V. PEP V LLC is the general partner of PEP V LP and, accordingly, may be deemed to beneficially own the Shares beneficially owned by PEP V LP. PEIH V holds all of the outstanding equity in PEP V LLC and, accordingly, may be deemed to beneficially own the Shares beneficially owned by PEP V LLC. PEIH V Manager is the sole manager of PEIH V and, accordingly, may be deemed to beneficially own the Shares beneficially owned by PEIH V. PEIC LP holds all of the outstanding equity in PEIH V and, accordingly, may be deemed to beneficially own the Shares beneficially owned by PEIH V. PIC LLC holds a controlling interest in PEIC LP and, accordingly, may be deemed to beneficially own the Shares beneficially owned by PEIC LP. PEIH IC LLC is the general partner of PEIC LP and, accordingly, may be deemed to beneficially own the Shares beneficia (Continued From Footnote 3) Platinum Equity is the sole member of Platinum Holdings, and PEIH V Manager and, accordingly, may be deemed to beneficially own the Shares beneficially owned by each of Platinum Holdings and PEIH V Manager. Platinum Equity and Tom Gores, together, hold a controlling interest in PIC LLC and may be deemed to beneficially own the Shares beneficially owned by PIC LLC. Tom Gores is the Chairman and Chief Executive Officer of Platinum Equity and, accordingly, may be deemed to beneficially own the Shares beneficially owned by Platinum Equity. Mr. Gores disclaims beneficial ownership of all the Shares held by each of the entities listed above with respect to which he does not have a pecuniary interest. Because of the relationship discussed above, each Reporting Person may be deemed to beneficially own the Shares reported in this Form 4. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. PE One Source, which is indirectly controlled by Tom Gores as described in footnotes 1-4, is party to an Amended and Restated Stockholders' Agreement with the Issuer (the "Stockholders' Agreement"), which gives PE One Source the right to nominate up to seven (7) directors to the Issuer's board of directors, subject to certain ownership thresholds. Louis Samson, David Wolf, Bryan Kelln and David Glatt serve on the Issuer's board of directors pursuant to this right. Each of Messrs. Kelln and Samson is a Partner, and each of Messrs. Glatt and Wolf is a Managing Director, of Platinum Equity. Accordingly, Messrs. Kelln, Samson, Glatt and Wolf may be determined to represent the interests of the Platinum Entities and Mr. Gores on the board of directors of the Issuer, and accordingly, the Platinum Entities and Mr. Gores may be deemed to be directors for purposes of Section of the Securities Exchange Act of 1934, as amended. See Exhibit 99.1 - Signatures 2021-04-05 EX-99.1 2 brhc10022790_ex99-1.htm EXHIBIT 99.1
Exhibit 99.1

 
PLATINUM EQUITY CAPITAL PARTNERS V, L.P.
     
 
By:
Platinum Equity Partners V, L.P.
 
Its:
General Partner
     
 
By:
Platinum Equity Partners V, LLC
 
Its:
General Partner
     
 
By:
/s/ Justin Maroldi
   
Name: Justin Maroldi
   
Title:   Assistant Secretary
 
 
PLATINUM EQUITY PARTNERS V, L.P.
     
 
By:
Platinum Equity Partners V, LLC
 
Its:
General Partner
     
 
By:
/s/ Justin Maroldi
   
Name: Justin Maroldi
   
Title:   Assistant Secretary
 
 
PLATINUM EQUITY PARTNERS V, LLC
     
 
By:
/s/ Justin Maroldi
   
Name: Justin Maroldi
   
Title:   Assistant Secretary
 
 
PLATINUM EQUITY INVESTMENT HOLDINGS V, LLC
     
 
By:
/s/ Justin Maroldi
   
Name: Justin Maroldi
   
Title:   Assistant Secretary
 
 
PLATINUM EQUITY INVESTMENT HOLDINGS V MANAGER, LLC
     
 
By:
/s/ Justin Maroldi
   
Name: Justin Maroldi
   
Title:   Assistant Secretary
 
 
PLATINUM EQUITY INVESTCO, L.P.
     
 
By:
Platinum Equity Investment Holdings IC (Cayman), LLC
 
Its:
General Partner
     
 
By:
/s/ Justin Maroldi
   
Name: Justin Maroldi
   
Title:   Assistant Secretary
 
2
 
PLATINUM INVESTCO (CAYMAN), LLC
     
 
By:
/s/ Justin Maroldi
   
Name: Justin Maroldi
   
Title:   Assistant Secretary
 
 
PLATINUM EQUITY INVESTMENT HOLDINGS IC (CAYMAN), LLC
     
 
By:
/s/ Justin Maroldi
   
Name: Justin Maroldi
   
Title:   Assistant Secretary
 
 
PLATINUM EQUITY INVESTMENT HOLDINGS, LLC
     
 
By:
/s/ Justin Maroldi
   
Name: Justin Maroldi
   
Title:   Assistant Secretary
 
 
PLATINUM EQUITY, LLC
     
 
By:
/s/ Justin Maroldi
   
Name: Justin Maroldi
   
Title:   Assistant Secretary
 
 
TOM GORES
     
 
By:
/s/ Mary Ann Sigler
   
Name: Mary Ann Sigler
   
Title:   Attorney-in-Fact
 
 
PE ONE SOURCE HOLDINGS, LLC
     
 
By:
/s/ Justin Maroldi
   
Name: Justin Maroldi
   
Title:   Assistant Secretary