0000950142-19-000538.txt : 20190314 0000950142-19-000538.hdr.sgml : 20190314 20190314203524 ACCESSION NUMBER: 0000950142-19-000538 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190314 FILED AS OF DATE: 20190314 DATE AS OF CHANGE: 20190314 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HPS Investment Partners, LLC CENTRAL INDEX KEY: 0001670185 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38835 FILM NUMBER: 19682622 BUSINESS ADDRESS: STREET 1: 40 WEST 57TH STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2122876767 MAIL ADDRESS: STREET 1: 40 WEST 57TH STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER NAME: FORMER CONFORMED NAME: Highbridge Principal Strategies, LLC DATE OF NAME CHANGE: 20160323 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Trine Acquisition Corp. CENTRAL INDEX KEY: 0001754820 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 832044042 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 2125032855 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 3 1 es1900390_3-trine.xml OWNERSHIP DOCUMENT X0206 3 2019-03-14 0 0001754820 Trine Acquisition Corp. TRNEU 0001670185 HPS Investment Partners, LLC 40 WEST 57TH STREET, 33RD FLOOR NEW YORK NY 10019 0 0 1 0 Class B common stock Class A Common Stock 7403750 I See Footnotes As described in the issuer's registration statement on Form S-1 (File No. 333-229853) under the heading "Description of Securities--Founder Shares," the shares of Class B common stock will automatically convert into shares of Class A common stock of the issuer at the time of the issuer's initial business combination or earlier at the option of the holder, in each case, on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights. These shares represent Class B common stock held by Trine Sponsor IH, LLC (the "Sponsor"), which were originally acquired pursuant to a subscription agreement by and between Trine Holdings, LLC, the prior sponsor of the issuer, and the issuer and subsequently transferred by Trine Holdings, LLC to the Sponsor. The Class B common stock owned by the Sponsor includes up to 978,750 shares that are subject to forfeiture in the event the underwriters of the issuer's initial public offering do not exercise in full their over-allotment option as described in the issuer's registration statement. Robin Trine Holdings, LLC ("RTH") and HPS Investment Partners, LLC ("HPS") are the members of the Sponsor, and as such each of HPS and RTH has appointed a member to the board of the Sponsor, which board has voting and investment discretion with respect to the common stock held of record by the Sponsor. Leo Hindery, Jr., Chairman and Chief Executive Officer of the issuer, is the managing member of RTH. Based on the foregoing, Mr. Hindery, RTH and HPS may be deemed to have shared beneficial ownership of the common stock held directly by the Sponsor. Each such entity or person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. /s/ Paul Knollmeyer 2019-03-14