0001104659-15-061204.txt : 20150820 0001104659-15-061204.hdr.sgml : 20150820 20150820212617 ACCESSION NUMBER: 0001104659-15-061204 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150818 FILED AS OF DATE: 20150820 DATE AS OF CHANGE: 20150820 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AgroFresh Solutions, Inc. CENTRAL INDEX KEY: 0001592016 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 464007249 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 S. INDEPENDENCE MALL WEST CITY: PHILADELPHIA STATE: PA ZIP: 19106 BUSINESS PHONE: 215-592-3687 MAIL ADDRESS: STREET 1: 100 S. INDEPENDENCE MALL WEST CITY: PHILADELPHIA STATE: PA ZIP: 19106 FORMER COMPANY: FORMER CONFORMED NAME: Boulevard Acquisition Corp. DATE OF NAME CHANGE: 20131114 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LASRY MARC CENTRAL INDEX KEY: 0001259927 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36316 FILM NUMBER: 151067428 MAIL ADDRESS: STREET 1: C/O AVENUE CAPITAL MANAGEMENT II, L.P. STREET 2: 399 PARK AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 a4.xml 4 X0306 4 2015-08-18 0 0001592016 AgroFresh Solutions, Inc. AGFS 0001259927 LASRY MARC C/O BOULEVARD ACQUISITION CORP. 399 PARK AVENUE, 6TH FLOOR NEW YORK NY 10022 0 0 1 0 Common Stock, par value $0.0001 per share 2015-08-18 4 J 0 65460 0 D 4972965 I See Footnote Common Stock, par value $0.0001 per share 2015-08-18 4 S 0 409300 0.004 D 4563665 I See Footnote Distribution of a membership interest in Boulevard Acquisition Sponsor, LLC ("Boulevard Acquisition"), without consideration. The shares distributed are subject to the same restrictions on transfer as the remaining shares held by Boulevard Acquisition. 409,300 of the shares held by Boulevard Acquisition were sold to Capitol Acquisition Partners, LLC, at the original purchase price per share of $0.004 per share. These shares are subject to the same restrictions on transfer as the remaining shares held by Boulevard Acquisition. In addition, 25% of the shares held by Boulevard Acquisition are subject to forfeiture on (x) the fifth anniversary of the Closing Date of the Issuer's business combination (as such term is defined in the Issuer's Current Report on Form-8K (File No:151034167) filed with the Securities and Exchange Commission on August 6, 2015), or (y) such time subsequent to the first anniversary of the completion of the Issuer's business combination as the last sales price of the Issuer 's Common Stock equals or exceeds $13.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period. The securities are held directly by Boulevard Acquisition, and indirectly by Marc Lasry and Sonia Gardner, who are the managing members of Boulevard Acquisition Sponsor, LLC. Each of Mr. Lasry and Ms. Gardner disclaim beneficial ownership of such securities except to the extent of their respective pecuniary interest therein. /s/Alan Annex, Attorney in Fact 2015-08-20