Was Hennessy 2. Daniel Hennessy

Two warrants plus 11.50buy one common. Call 24 for 20 of 30 days.


$10 trust.

First deal announced April and fell through. Terminated October.

Previous Hennessy 1 deal Bluebird.

After Daseke deal announcement common traded as high as 10.25. Good volume. Back to 10.06 -.08 at record date.

Post Daseke Deal Details:


Following the consummation of the Business Combination, there were 37,715,960 of shares of Company common stock issued and outstanding, including 26,665,330 shares issued to former Daseke stockholders at the Closing of the merger pursuant to the Merger Agreement and 8,342,918 “public” shares (issued in the IPO) of Company common stock remaining outstanding following redemptions.

At the Closing, the Preferred Financing Investors purchased 650,000 shares of the Series A Preferred Stock from the Company for an aggregate purchase price of $65.0 million. In addition, at the Closing, the Company issued 419,669 newly issued shares of Company common stock (including 27,777 shares issued in consideration for the reduction of certain financial advisory fees) in the aggregate to the Backstop Commitment Investors.

Each warrant entitles the holder thereof to purchase one-half of one share of our common stock at a price of $5.75 per half share


Assuming Redemption of 3.5 million shares by holders of Hennessy Capital common stockThis presentation assumes that : Hennessy Capital stockholders exercise their redemption rights with respect to 3.5 million public shares, which is the maximum number of shares redeemable that would permit us to maintain the minimum Aggregate Cash Amount necessary to close the Business Combination ($279.599


For illustrative purposes, based on funds in the trust account of approximately $199.8 million on March 31, 2016

If redemptions by our public stockholders result in the Aggregate Cash Amount (after payment of our transaction expenses, excluding the commitment and closing fees relating to the Debt Financing and the ABL Facility (as defined herein) and USI’s expenses incurred in connection with the preparation of this proxy statement) being less than $279.599 million, USI may, at its option, elect to not consummate the Business Combination.

The issuance of 20% or more of our outstanding common stock pursuant to the Merger Agreement is contingent upon stockholder approval and the closing of the Business Combination Proposal. In addition, we may sell (at our option) up to $35 million of our convertible preferred stock in a potential private placement to one or more institutional investors pursuant to the potential PIPE Financing.

Pursuant to the Merger Agreement, the aggregate merger consideration for the Business Combination is $348.5 million,


i) the amount raised pursuant to the anticipated Debt Financing (as defined herein), expected to be $100.0 million, and (iii) the net proceeds, if any, received by us from the potential PIPE Financing (as defined herein) in an amount of up to $35.0


    the risk that some of the current public stockholders would vote against the Business Combination Proposal or exercise their redemption rights, thereby depleting the amount of cash available in our trust account to an amount below $164.6 million, the minimum required to consummate the Business Combination (unless waived by USI), which our board concluded was substantially mitigated because (i) we may execute a potential PIPE Financing for up to $35.0 million worth of shares of our convertible preferred stockType your paragraph here.