0001181431-14-000415.txt : 20140102
0001181431-14-000415.hdr.sgml : 20140101
20140102195343
ACCESSION NUMBER: 0001181431-14-000415
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140102
FILED AS OF DATE: 20140102
DATE AS OF CHANGE: 20140102
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Hannon Armstrong Sustainable Infrastructure Capital, Inc.
CENTRAL INDEX KEY: 0001561894
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 461347456
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1906 TOWNE CENTRE BLVD, SUITE 370
CITY: ANNAPOLIS
STATE: MD
ZIP: 21401
BUSINESS PHONE: (410) 571-9860
MAIL ADDRESS:
STREET 1: 1906 TOWNE CENTRE BLVD, SUITE 370
CITY: ANNAPOLIS
STATE: MD
ZIP: 21401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cirilli Mark
CENTRAL INDEX KEY: 0001574208
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35877
FILM NUMBER: 14503142
MAIL ADDRESS:
STREET 1: 1906 TOWNE CENTRE BLVD
STREET 2: SUITE 370
CITY: ANNAPOLIS
STATE: MD
ZIP: 21401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Fink Jesse
CENTRAL INDEX KEY: 0001574556
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35877
FILM NUMBER: 14503143
MAIL ADDRESS:
STREET 1: 20 MARSHALL STREET, SUITE 300
CITY: NORWALK
STATE: CT
ZIP: 06854
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MissionPoint Capital Partners LLC
CENTRAL INDEX KEY: 0001574547
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35877
FILM NUMBER: 14503144
BUSINESS ADDRESS:
STREET 1: 20 MARSHALL STREET, SUITE 300
CITY: NORWALK
STATE: CT
ZIP: 06854
BUSINESS PHONE: 203-286-0400
MAIL ADDRESS:
STREET 1: 20 MARSHALL STREET, SUITE 300
CITY: NORWALK
STATE: CT
ZIP: 06854
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MissionPoint HA Parallel Fund III, LLC
CENTRAL INDEX KEY: 0001574546
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35877
FILM NUMBER: 14503145
BUSINESS ADDRESS:
STREET 1: 20 MARSHALL STREET, SUITE 300
CITY: NORWALK
STATE: CT
ZIP: 06854
BUSINESS PHONE: 203-286-0400
MAIL ADDRESS:
STREET 1: 20 MARSHALL STREET, SUITE 300
CITY: NORWALK
STATE: CT
ZIP: 06854
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MissionPoint HA Parallel Fund II, LLC
CENTRAL INDEX KEY: 0001574545
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35877
FILM NUMBER: 14503146
BUSINESS ADDRESS:
STREET 1: 20 MARSHALL STREET, SUITE 300
CITY: NORWALK
STATE: CT
ZIP: 06854
BUSINESS PHONE: 203-286-0400
MAIL ADDRESS:
STREET 1: 20 MARSHALL STREET, SUITE 300
CITY: NORWALK
STATE: CT
ZIP: 06854
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MissionPoint HA Parallel Fund, LLC
CENTRAL INDEX KEY: 0001574544
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35877
FILM NUMBER: 14503147
BUSINESS ADDRESS:
STREET 1: 20 MARSHALL STREET, SUITE 300
CITY: NORWALK
STATE: CT
ZIP: 06854
BUSINESS PHONE: 203-286-0400
MAIL ADDRESS:
STREET 1: 20 MARSHALL STREET, SUITE 300
CITY: NORWALK
STATE: CT
ZIP: 06854
4
1
rrd398698.xml
FORM 4
X0306
4
2014-01-02
0
0001561894
Hannon Armstrong Sustainable Infrastructure Capital, Inc.
HASI
0001574544
MissionPoint HA Parallel Fund, LLC
20 MARSHALL STREET, SUITE 300
NORWALK
CT
06854
1
0
0
0
0001574545
MissionPoint HA Parallel Fund II, LLC
20 MARSHALL STREET, SUITE 300
NORWALK
CT
06854
1
0
0
0
0001574546
MissionPoint HA Parallel Fund III, LLC
20 MARSHALL STREET, SUITE 300
NORWALK
CT
06854
0
0
1
0
0001574547
MissionPoint Capital Partners LLC
20 MARSHALL STREET, SUITE 300
NORWALK
CT
06854
1
0
0
0
0001574556
Fink Jesse
20 MARSHALL STREET, SUITE 300
NORWALK
CT
06854
1
0
0
0
0001574208
Cirilli Mark
20 MARSHALL STREET, SUITE 300
NORWALK
CT
06854
1
0
0
0
Common Stock
2014-01-02
4
J
0
381893
0
D
0
D
Common Stock
2014-01-02
4
J
0
537798
0
D
0
D
Common Stock
3643
D
Common Stock
18520
D
Operating Partnership Units
2014-01-02
4
J
0
326437
0
D
Common Stock
326437
0
D
Operating Partnership Units
Common Stock
55548
55548
D
Operating Partnership Units
Common Stock
1852
1852
D
These shares were held directly by MissionPoint HA Parallel Fund, LLC ("Fund I"). On January 2, 2014, Fund I distributed 381,893 shares of Common Stock of Hannon Armstrong Sustainable Infrastructure, Inc. (the "Issuer") pro-rata to its members for no consideration, in accordance with the exemption under Rule 16a-9(a) of the Securities Exchange Act of 1934, as amended.
MissionPoint Capital Partners LLC ("MissionPoint") is the sole manager of Fund I, MissionPoint HA Parallel Fund II, LLC ("Fund II") and MissionPoint HA Parallel Fund III, LLC ("Fund III" and collectively with Fund I and Fund II, the "MissionPoint Funds"). Mr. Jesse Fink and Mr. Mark Cirilli are the executive committee members of MissionPoint and have voting and dispositive power over the securities held by the MissionPoint Funds. Mr. Cirilli serves as the representative of the MissionPoint Funds on the Issuer's board of directors. Each of MissionPoint and Mr. Fink disclaims beneficial ownership of the securities held by the MissionPoint Funds except to the extent, if any, of their respective pecuniary interest therein.
These shares were held directly by Fund II. On January 2, 2014, Fund II distributed 537,798 shares of the Issuer's Common Stock pro-rata to its members for no consideration, in accordance with the exemption under Rule 16a-9(a) of the Securities Exchange Act of 1934, as amended.
Mr. Cirilli owns these shares directly.
MissionPoint owns these shares directly, as a result of the pro-rata distribution by Fund I for no consideration on January 2, 2014.
The operating partnership units ("OP Units") represent units of limited partnership interests in Hannon Armstrong Sustainable Infrastructure, L.P. (the "Operating Partnership"), of which the Issuer is the sole general manager. The OP Units have the rights and preferences as set forth in the partnership agreement of the Operating Partnership, and are redeemable in exchange for, at the Issuer's option, either (i) shares of common stock of the Issuer on a one-for-one basis or (ii) a cash amount equal to the product of (A) the number of redeemed OP Units, multiplied by (B) the "Cash Amount" (as defined in the partnership agreement of the Operating Partnership). The OP Units do not have any expiration date.
The OP Units were held directly by Fund III. On January 2, 2014, Fund III distributed 326,437 OP Units pro-rata to its members for no consideration, in accordance with the exemption under Rule 16a-9(a) of the Securities Exchange Act of 1934, as amended.
Mr. Fink owns these OP Units directly, as a result of the pro-rata distribution by Fund III for no consideration on January 2, 2014.
Mr. Cirilli owns these OP Units directly, as a result of the pro-rata distribution by Fund III for no consideration on January 2, 2014.
MissionPoint HA Parallel Fund, LLC, By: MissionPoint Capital Partners LLC, its Manager, By: /s/ Mark Cirilli, as Executive Committee Member
2014-01-02
MissionPoint HA Parallel Fund II, LLC, By: MissionPoint Capital Partners LLC, its Manager, By: /s/ Mark Cirilli, as Executive Committee Member
2014-01-02
MissionPoint HA Parallel Fund III, LLC, By: MissionPoint Capital Partners LLC, its Manager, By: /s/ Mark Cirilli, as Executive Committee Member
2014-01-02
MissionPoint Capital Partners LLC, By: /s/ Mark Cirilli, as Executive Committee Member
2014-01-02
/s/ Mark Cirilli
2014-01-02
/s/ Jesse Fink
2014-01-02