0001144204-19-027786.txt : 20190522 0001144204-19-027786.hdr.sgml : 20190522 20190522195806 ACCESSION NUMBER: 0001144204-19-027786 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190520 FILED AS OF DATE: 20190522 DATE AS OF CHANGE: 20190522 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 1347 Investors LLC CENTRAL INDEX KEY: 0001612411 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36541 FILM NUMBER: 19847451 BUSINESS ADDRESS: STREET 1: 150 PIERCE ROAD STREET 2: 6TH FLOOR CITY: ITASCA STATE: IL ZIP: 60143 BUSINESS PHONE: 847-700-8064 MAIL ADDRESS: STREET 1: 150 PIERCE ROAD STREET 2: 6TH FLOOR CITY: ITASCA STATE: IL ZIP: 60143 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SWETS LARRY G JR CENTRAL INDEX KEY: 0001409891 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36541 FILM NUMBER: 19847452 MAIL ADDRESS: STREET 1: KINGSWAY FINANCIAL SERVICES INC. STREET 2: 150 PIERCE ROAD, SUITE 600 CITY: ITASCA STATE: IL ZIP: 60143 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cerminara Kyle CENTRAL INDEX KEY: 0001619991 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36541 FILM NUMBER: 19847453 MAIL ADDRESS: STREET 1: C/O FUNDAMENTAL GLOBAL INVESTORS, LLC STREET 2: 4201 CONGRESS STREET, SUITE 140 CITY: CHARLOTTE STATE: NC ZIP: 28209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Limbach Holdings, Inc. CENTRAL INDEX KEY: 0001606163 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION SPECIAL TRADE CONTRACTORS [1700] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1251 WATERFRONT PLACE STREET 2: SUITE 201 CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: (412) 359-2100 MAIL ADDRESS: STREET 1: 1251 WATERFRONT PLACE STREET 2: SUITE 201 CITY: PITTSBURGH STATE: PA ZIP: 15222 FORMER COMPANY: FORMER CONFORMED NAME: 1347 Capital Corp DATE OF NAME CHANGE: 20140422 4 1 tv522296_4.xml OWNERSHIP DOCUMENT X0306 4 2019-05-20 0 0001606163 Limbach Holdings, Inc. LMB 0001612411 1347 Investors LLC 105 S. MAPLE ITASCA IL 60143 1 0 1 1 See Remarks 0001409891 SWETS LARRY G JR 105 S. MAPLE ITASCA IL 60143 1 0 1 0 0001619991 Cerminara Kyle C/O FUNDAMENTAL GLOBAL INVESTORS, LLC 4201 CONGRESS STREET, SUITE 140 CHARLOTTE NC 28209 1 0 1 0 Common Stock, $0.0001 par value 2019-05-20 4 S 0 25000 11.11 D 2318515 D Common Stock, $0.0001 par value 2019-05-21 4 S 0 450342 10.6237 D 1868173 D Common Stock, $0.0001 par value 2019-05-22 4 S 0 70443 10.4698 D 1797730 D $11.50 Exercise Price Warrants 11.5 2016-08-19 2021-07-20 Common Stock 99000 198000 D $15 Exercise Price Sponsor Warrant 15 2016-08-19 2023-07-20 Common Stock 500000 500000 D The price reported represents a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.00 and $11.2456 per share. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price. The price reported represents a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.50 and $11.175 per share. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price. The price reported represents a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.20 and $10.75 per share. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price. The securities are held directly by 1347 Investors LLC ("1347 Investors"). Larry G. Swets, Jr. and D. Kyle Cerminara are each a manager of 1347 Investors and share voting and dispositive control over the securities held by 1347 Investors. Accordingly, Messrs. Swets and Cerminara may be deemed to share beneficial ownership over the securities held directly by 1347 Investors. Each of the Reporting Persons disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein, and this Report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 or for any other purpose. Messrs. Swets and Cerminara each serve on the Board of Directors of the Issuer. Mr. Swets holds 13,198 shares of common stock of the Issuer, and Messrs. Swets and Cerminara hold 6,402 and 3,200 restricted stock units, respectively, granted by the Issuer. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock upon vesting. In addition, CWA Asset Management Group, LLC, of which 50% is owned by Fundamental Global Investors, LLC, holds 7,580 shares of common stock for the accounts of individual investors. CWA, in its role as investment advisor for customer accounts, Fundamental Global Investors, LLC, as a 50% owner of CWA, and Mr. Cerminara, as manager of CWA, may each be deemed to beneficially own the number of shares held in CWA's customer accounts. Each of Fundamental Global Investors, LLC and Mr. Cerminara expressly disclaims such beneficial ownership. Each $11.50 Exercise Price Warrant is exercisable to purchase one-half of one share of common stock at an exercise price of $11.50 per whole share, subject to adjustment as described under the heading "Description of Securities--Warrants included as part of units" in the Issuer's registration statement on Form S-1 (File No. 333-195695). Each $15 Exercise Price Sponsor Warrant is exercisable to purchase one share of common stock at an exercise price of $15.00 per share, subject to adjustment as described under the heading "Description of Securities--$15 Exercise Price Sponsor Warrants" in the Issuer's registration statement on Form S-1 (File No. 333-195695). 1347 Investors may be deemed a director by deputization as a result of Messrs. Swets and Cerminara, both managers of 1347 Investors, serving on the Board of Directors of the Issuer. 1347 INVESTORS LLC, /s/ Larry G. Swets, Jr., Manager 2019-05-22 /s/ Larry G. Swets, Jr. 2019-05-22 /s/ D. Kyle Cerminara 2019-05-22