SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Wimer Paul Otto

(Last) (First) (Middle)
C/O GREENROSE ASSOCIATES LLC
1000 WOODBURY RD. SUITE #212

(Street)
WOODBURY NY 11797

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/10/2020
3. Issuer Name and Ticker or Trading Symbol
Greenrose Acquisition Corp [ GNRS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
X Officer (give title below) Other (specify below)
President
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock(1) 4,512,500(2) I By Greenrose Associates LLC(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Redeemable Warrant(1) (4) (5) Common Stock 1,200,000(6) (7) I By Greenrose Associates LLC(3)
Explanation of Responses:
1. Greenrose Associates LLC (the "Sponsor"), of which the reporting person is a member, has irrevocably committed to purchase 200,000 units and 1,000,000 warrants prior to the effective date of the registration statement relating to the Issuer's initial public offering. Each unit consists of one share of common stock and one warrant, with each whole warrant entitling the holder to purchase one share of common stock. The purchase of these units and warrants is being made on a private placement basis and will be consummated simultaneously with the consummation of the Issuer's initial public offering. Does not include securities underlying up to 20,000 additional units and 100,000 additional warrants which the Sponsor irrevocably committed to purchase in the event the underwriters in the Issuer's initial public offering exercise their overallotment option in full.
2. Consists of: (i) 4,312,500 shares of common stock issued to the Sponsor in connection with the Issuer's formation, including up to 562,500 shares of common stock that may be forfeited if the underwriters in the Issuer's initial public offering do not exercise the overallotment option in full and (2) 200,000 shares of common stock included in the units to be purchased by the Sponsor in connection with the Issuer's public offering.
3. The reporting person is a member of this entity and does not have voting or investment control of the entity. The reporting person disclaims ownership of the securities held by the Sponsor, except to the extent of his pecuniary interest therein.
4. Each warrant will become exercisable on the later of 30 days after completion of the Issuer's initial combination or February 10, 2021.
5. Each warrant will expire five years after the completion of the Issuer's initial business combination.
6. Consists of: (i) 200,000 shares of common stock underlying warrants included in the units to be purchased by the Sponsor in connection with the Issuer's public offering and (ii) 1,000,000 shares of common stock underlying warrants to be purchased by the Sponsor in connection with the Issuer's public offering.
7. Each whole warrant entitles the holder to purchase one share of common stock at a price of $11.50 per share, subject to adjustment.
/s/ Paul Wimer 02/10/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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