Amended Statement of Beneficial Ownership (sc 13d/a)
December 04 2020 - 4:31PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
Information to be Included in Statements
Filed Pursuant to § 240.13d-1(a) and
Amendments Thereto Filed Pursuant to § 240.13d-2(a)
Under the Securities Exchange Act of
1934
(Amendment No. 6)*
HC2
Holdings, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
404139107
(CUSIP Number)
Avram Glazer
Lancer Capital LLC
777 South Flagler Drive
Suite 800, West Tower
West Palm Beach, Florida 33401
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 2, 2020
(Date of Event which Requires Filing of
this Statement)
If the filing person
has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨
Note: Schedules
filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §
240.13d-7 for other parties to whom copies are to be sent.
* The remainder of
this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover
page.
The information required on the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
CUSIP No. 404139107
|
13D
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Page 2 of 6 Pages
|
1
|
NAMES OF REPORTING PERSONS
Lancer Capital LLC
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
PF
|
5
|
Check if disclosure of legal proceedings
is required pursuant to Items 2(d) or 2(e) ¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
19,112,000 (1)
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
19,112,000 (1)
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,112,000 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
¨
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13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.8% (1)(2)
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14
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TYPE OF REPORTING PERSON
OO
|
(1) Includes 468,594 shares of Common
Stock of HC2 Holdings, Inc. (the “Issuer”) issuable upon conversion of $2,000,000 principal amount of the Issuer’s
7.5% Convertible Senior Notes due 2022.
(2) Based on 76,586,573 shares of Common Stock of the Issuer outstanding as of November
25, 2020, as reported in the Issuer’s Form 8K filed with the Securities and Exchange Commission on November 25, 2020.
CUSIP No. 404139107
|
13D
|
Page 3 of 6 Pages
|
1
|
NAMES OF REPORTING PERSONS
Avram Glazer
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
PF
|
5
|
Check if disclosure of legal proceedings
is required pursuant to Items 2(d) or 2(e) ¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
19,145,747 (1)
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
19,145,747 (1)
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,145,747 (1)
|
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.8% (1)(2)
|
14
|
TYPE OF REPORTING PERSON
IN
|
(1) Includes 468,594 shares of Common Stock
of HC2 Holdings, Inc. (the “Issuer”) issuable upon conversion of $2,000,000 principal amount of the Issuer’s
7.5% Convertible Senior Notes due 2022.
(2) Based on 76,586,573 shares of Common Stock of the Issuer
outstanding as of November 25, 2020, as reported in the Issuer’s Form 8K filed with the Securities and Exchange Commission
on November 25, 2020.
CUSIP No. 404139107
|
13D
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Page 4 of 6 Pages
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Explanatory Note
This Amendment No.
6 to Schedule 13D (“Amendment No. 6”) amends and supplements the Schedule 13D filed with the United States Securities
and Exchange Commission on April 23, 2020 (the “Schedule 13D”), relating to the common stock, $0.001 par value per
share (the “Common Stock”), of HC2 Holdings, Inc., a Delaware corporation (the “Issuer”). Capitalized terms
used herein without definition shall have the meaning set forth in the Schedule 13D.
Item 3.
|
Source and Amount of Funds or Other Considerations
|
Item
3 of the Schedule 13D is hereby amended and restated to include the following:
2,600,000 of the shares of Common Stock to
which this Amendment No. 6 relates were purchased with funds generated and held by the respective Reporting Persons. The aggregate
purchase price of the shares of Common Stock was approximately $8,963,176.69 (excluding commissions). An additional 33,747 shares
of Common Stock to which this Amendment No. 6 relates were issued to Mr. Glazer by the Issuer as director fees.
Item 5.
|
Interest in Securities of the Issuer.
|
Item
5 is hereby amended and restated in its entirety as follows:
|
(a)
|
As of the date hereof, Lancer beneficially owns directly
19,112,000 shares of Common Stock representing 24.8% of the Issuer’s Common Stock, and Mr. Glazer beneficially owns 19,145,747
shares of Common Stock representing 24.8% of the Issuer's Common Stock, based upon 76,586,573 shares of Common Stock of the Issuer
outstanding as of November 25, 2020, as reported in the Issuer’s Form 8K filed with the Securities and Exchange Commission
on November 25, 2020.
|
|
(b)
|
The following sets forth, as of the date of this Statement,
the aggregate number and percentage of Common Stock beneficially owned by each of the Reporting Persons, as well as the number
of Common Stock as to which each Reporting Person has the sole power to vote or to direct the vote, sole power to dispose or to
direct the disposition, or shared power to dispose or to direct the disposition of.
|
Reporting Person
|
|
Amount
beneficially
owned
|
|
Percent
of class
|
|
Sole power to vote or direct the vote
|
|
Shared power to vote or to direct the vote
|
|
Sole power to dispose or to direct the disposition
of
|
|
Shared
power to
dispose or
to direct
the
disposition
of
|
Avram Glazer
|
|
19,145,747
|
|
24.8%
|
|
19,145,747
|
|
0
|
|
19,145,747
|
|
0
|
Lancer Capital LLC
|
|
19,112,000
|
|
24.8%
|
|
19,112,000
|
|
0
|
|
19,112,000
|
|
0
|
Lancer is the record holder of
19,112,000 shares of Common Stock and Mr. Glazer is the record holder of 33,747 shares of Common Stock. Mr. Glazer is the sole
owner of Lancer, and in such capacity may be deemed to beneficially own the shares held of record by Lancer.
|
(c)
|
The transactions in the Common Stock by the Reporting
Persons during the past sixty days are set forth in Schedule A and are incorporated herein by reference.
|
Item 7.
|
Materials to be Filed as Exhibits.
|
Exhibit
Number
|
|
Description
|
|
1
|
|
Joint Filing Agreement by and between Lancer Capital LLC and Avram Glazer, dated December 4, 2020.
|
CUSIP No. 404139107
|
13D
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Page 5 of 6 Pages
|
SIGNATURES
After reasonable inquiry and to the best
of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Avram Glazer
|
|
|
|
|
By:
|
/s/ Avram Glazer
|
|
|
Name:
|
Avram Glazer
|
|
|
|
|
|
|
|
Lancer Capital LLC
|
|
|
|
|
By:
|
Avram Glazer
|
|
|
|
|
By:
|
/s/ Avram Glazer
|
|
|
Name:
|
Avram Glazer
|
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Title:
|
Sole Member
|
CUSIP No. 404139107
|
13D
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Page 6 of 6 Pages
|
Schedule A
Transactions in the Common Stock of the
Issuer by Reporting Persons During the Past 60 Days
Reporting Person
|
|
Date of Transaction
|
|
Buy/Sell
|
|
Number of Shares Purchased/(Sold)
|
|
Price Per Share1
|
Lancer Capital LLC
|
|
12/1/20
|
|
Buy
|
|
193,715
|
|
$3.3596
|
Lancer Capital LLC
|
|
12/2/20
|
|
Buy
|
|
1,344,276
|
|
$3.3844
|
Lancer Capital LLC
|
|
12/3/20
|
|
Buy
|
|
1,062,009
|
|
$3.5431
|
1
Excluding any brokerage commissions.
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