Mga Batayang Estadistika
CIK | 1751143 |
SEC Filings
SEC Filings (Chronological Order)
May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File No. 001-38745 Atlas Technical Consultants, Inc. (Exact name of registrant as specif |
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April 21, 2023 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Atlas Technical Consultants, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 049430101 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, NY 10154 (212) 583-5000 Marisa |
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April 19, 2023 |
Exhibit 3.2 CONFIDENTIAL THIRD AMENDED AND RESTATED BYLAWS OF ATLAS TECHNICAL CONSULTANTS, INC. A Delaware corporation (Adopted as of April 19, 2023) ARTICLE I OFFICES Section 1 Registered Office. The registered office of the corporation in the State of Delaware shall be located at c/o Corporation Services Company, 251 Little Falls Drive, Wilmington, DE 19808, County of New Castle. The name of the |
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April 19, 2023 |
FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION ATLAS TECHNICAL CONSULTANTS, INC. Exhibit 3.1 EXHIBIT A FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ATLAS TECHNICAL CONSULTANTS, INC. FIRST: The name of the corporation (the “Corporation”) is Atlas Technical Consultants, Inc. SECOND: Its registered office in the State of Delaware is located at: c/o Corporation Service Company, 251 Little Falls Drive, Wilmington, DE, 19808, County of New Castle, and the name of the |
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April 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2023 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (C |
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April 19, 2023 |
As filed with the Securities and Exchange Commission on April 19, 2023 As filed with the Securities and Exchange Commission on April 19, 2023 Registration No. |
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April 19, 2023 |
As filed with the Securities and Exchange Commission on April 19, 2023 As filed with the Securities and Exchange Commission on April 19, 2023 Registration No. |
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April 19, 2023 |
As filed with the Securities and Exchange Commission on April 19, 2023 As filed with the Securities and Exchange Commission on April 19, 2023 Registration No. |
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April 19, 2023 |
Exhibit 99.1 AUSTIN, Texas, April 19, 2023 –Atlas Technical Consultants (Atlas), a leading provider of infrastructure and environmental solutions, today announced the completion of its acquisition by GI Partners, a private investment firm, in an all-cash transaction valued at approximately $1.05 billion, including outstanding debt. The agreement to be acquired was previously announced on January 3 |
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March 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2023 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction Identification No.) |
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March 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2023 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (C |
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March 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2023 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (C |
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March 16, 2023 |
Exhibit 99.1 Atlas Technical Consultants Reports Fourth Quarter and Full Year 2022 Results - 19% Full Year Adjusted EBITDA Growth - - 7% Full Year Organic Revenue Growth - - Acquisition by GI Partners for $12.25 per share remains on track to close in Second Quarter 2023 - Austin, TX (March 16, 2023) – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading infrastruc |
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March 15, 2023 |
Exhibit 4.3 DESCRIPTION OF REGISTRANT’S SECURITIES The following summary of the material terms of our securities is not intended to be a complete summary of the rights and preferences of such securities. We urge you to read our charter and bylaws in their entirety for a complete description of the rights and preferences of our securities, copies of which have been filed with the SEC. Authorized an |
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March 15, 2023 |
Exhibit 21.1 List of Subsidiaries Name Jurisdiction of Formation or Incorporation Alta Vista Solutions, Inc. Delaware Atlantic Engineering Laboratories, LLC Delaware Atlas TC Holdings LLC Delaware Atlas Intermediate Holdings LLC Delaware Atlas Technical Consultants Sole Member LLC Delaware Atlas Technical Consultants LLC Delaware ATC Sole Member LLC Delaware Arrow Environmental Holdings GP LLC Del |
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March 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38745 ATLAS TECHNICA |
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March 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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February 14, 2023 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 14A (Form Type) Atlas Technical Consultants, Inc. |
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February 13, 2023 |
SC 13G/A 1 ea173397-13ga1cappaatlas.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Atlas Technical Consultants, Inc. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 049430119 (CUSIP Number) December 31, 2022 (Date |
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February 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2023 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission File N |
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February 1, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2023 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission File N |
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February 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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February 1, 2023 |
Exhibit 2.1 Execution Version CONFIDENTIAL AGREEMENT AND PLAN OF MERGER by and among GI APPLE MIDCO LLC GI APPLE MERGER SUB LLC and ATLAS TECHNICAL CONSULTANTS, INC. Dated as of January 30, 2023 TABLE OF CONTENTS Page Article I DEFINITIONS & INTERPRETATIONS 2 1.1 Certain Definitions 2 1.2 Certain Interpretations 19 Article II THE MERGER 21 2.1 The Merger 21 2.2 The Effective Time 21 2.3 The Closin |
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February 1, 2023 |
Exhibit 2.1 Execution Version CONFIDENTIAL AGREEMENT AND PLAN OF MERGER by and among GI APPLE MIDCO LLC GI APPLE MERGER SUB LLC and ATLAS TECHNICAL CONSULTANTS, INC. Dated as of January 30, 2023 TABLE OF CONTENTS Page Article I DEFINITIONS & INTERPRETATIONS 2 1.1 Certain Definitions 2 1.2 Certain Interpretations 19 Article II THE MERGER 21 2.1 The Merger 21 2.2 The Effective Time 21 2.3 The Closin |
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February 1, 2023 |
Exhibit 10.1 Execution Version VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT, dated as of January 30, 2023 (the “Agreement”), among GI Apple Midco LLC, a Delaware limited liability company (“Parent”), and AS&M SPV, LLC, a Delaware limited liability company, and Arrow Environmental SPV, LLC, a Delaware limited liability company, each of which is a stockholder (collectively, the “Ho |
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February 1, 2023 |
Exhibit 10.1 Execution Version VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT, dated as of January 30, 2023 (the “Agreement”), among GI Apple Midco LLC, a Delaware limited liability company (“Parent”), and AS&M SPV, LLC, a Delaware limited liability company, and Arrow Environmental SPV, LLC, a Delaware limited liability company, each of which is a stockholder (collectively, the “Ho |
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January 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2023 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission File N |
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January 31, 2023 |
Press Release, dated January 31, 2023. Exhibit 99.1 Atlas Technical Consultants, Inc. Enters into Definitive Agreement to Be Acquired by GI Partners for $12.25 Per Share Transaction Values Company at Approximately $1.05 billion AUSTIN, Texas, January 31, 2023 – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading provider of infrastructure and environmental solutions, today announced that it has entere |
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January 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2023 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission File N |
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January 31, 2023 |
Exhibit 99.1 Atlas Technical Consultants, Inc. Enters into Definitive Agreement to Be Acquired by GI Partners for $12.25 Per Share Transaction Values Company at Approximately $1.05 billion AUSTIN, Texas, January 31, 2023 – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading provider of infrastructure and environmental solutions, today announced that it has entere |
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November 9, 2022 |
Exhibit 99.1 Atlas Technical Consultants Reports Strong Third Quarter 2022 Results - Record Quarterly Revenue, Adjusted EBITDA, and Backlog - Each with Double-Digit Growth Year -Over-Year ? - Record Adjusted EBITDA Margin Highlights Strong Execution and Benefits of Growing Scale - - Reaffirming the Midpoint and Narrowing 2022 Revenue and Adjusted EBITDA Outlook Ranges - Austin, TX (November 8, 202 |
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November 9, 2022 |
Exhibit 99.2 November 9, 2022 THIRD QUARTER 2022 EARNINGS PRESENTATION FORWARD LOOKING STATEMENTS The statements contained in this presentation that are not purely historical are forward - looking statements and involve a number of risks and uncertainties. Our forward - looking statements include, but are not limited to, statements regarding our or our managem ent team?s expectations, hopes, belie |
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November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2022 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission File N |
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November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38745 ATLAS |
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August 10, 2022 |
EX-99.2 3 ea164074ex99-2atlastech.htm ATLAS TECHNICAL CONSULTANTS, INC. INVESTOR PRESENTATION - SECOND QUARTER EARNINGS PRESENTATION Exhibit 99.2 August 10, 2022 SECOND QUARTER 2022 EARNINGS PRESENTATION FORWARD LOOKING STATEMENTS The statements contained in this presentation that are not purely historical are forward - looking statements and involve a number of risks and uncertainties. Our forwar |
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August 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2022 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission File Num |
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August 10, 2022 |
Exhibit 99.1 Atlas Technical Consultants Reports Second Quarter 2022 Results - Record Revenue, Adjusted EBITDA, and Backlog in the Quarter, with Each Growing Double-Digits Year-Over-Year ? - Highest Gross Margin, Excluding Subcontractor Costs, In Company History - - Reaffirms 2022 Outlook for Double-Digit Revenue and Adjusted EBITDA Growth - Austin, TX (August 9, 2022) ? Atlas Technical Consultant |
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August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 1, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38745 ATLAS TECHN |
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August 8, 2022 |
EX-1.1 2 ea163886ex1-1atlastech.htm THE CREDIT AGREEMENT AMENDMENT Exhibit 1.1 Execution Version FIRST AMENDMENT TO CREDIT AGREEMENT This FIRST AMENDMENT TO CREDIT AGREEMENT (this “ First Amendment”) is dated effective as of August 4, 2022 (the “Amendment Effective Date”), by and among ATLAS TC HOLDINGS LLC, a Delaware limited liability company (“Holdings”), ATLAS INTERMEDIATE HOLDINGS LLC, a Dela |
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August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 4, 2022 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (C |
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June 22, 2022 |
Exhibit 3.2 AMENDED AND RESTATED BY LAWS OF ATLAS TECHNICAL CONSULTANTS, INC. (F/K/A BOXWOOD MERGER CORP.) (THE ?CORPORATION?) ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be located at the office of the Corporation?s registered agent as stated in the Corporation?s Amended & Restated Certificate of Incorporation, as th |
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June 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 21, 2022 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (Co |
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June 22, 2022 |
Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ATLAS TECHNICAL CONSULTANTS, INC. Atlas Technical Consultants, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: 1. The original certificate of incorporation of the Corporation, under the name ?M Acquisition Company III Corporation,? was filed wi |
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June 9, 2022 |
Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 9, 2022 (June 6, 2022) ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of inco |
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May 11, 2022 |
Exhibit 99.1 Atlas Technical Consultants Reports First Quarter 2022 Results - Strong Start to 2022 with 10% Revenue Growth, 13% Adjusted EBITDA Growth, and Record Backlog - - Completed Strategic Acquisitions of TranSmart Technologies and 1 Alliance Geomatics - - Reaffirms 2022 Outlook for Revenue and Adjusted EBITDA - Austin, TX (May 10, 2022) ? Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (?A |
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May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 1, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38745 ATLAS TECH |
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May 11, 2022 |
Exhibit 10.1 ATLAS TECHNICAL CONSULTANTS, INC. RESTRICTED STOCK UNIT AGREEMENT * * * * * Participant: Grant Date: Number of Restricted Stock Units Granted: * * * * * THIS RESTRICTED STOCK UNIT AGREEMENT (this ?Agreement?), dated as of the Grant Date specified above (the ?Grant Date?), is entered into by and between ATLAS TECHNICAL CONSULTANTS, INC., a corporation organized in the State of Delaware |
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May 11, 2022 |
Exhibit 10.2 ATLAS TECHNICAL CONSULTANTS, INC. PERFORMANCE STOCK UNIT AGREEMENT * * * * * Participant: Grant Date: Target Number of Performance Stock Units Granted: Performance Period: January 1, 2022 through January 3, 2025 Performance Metrics: See Exhibit A attached hereto * * * * * THIS PERFORMANCE STOCK UNIT AGREEMENT (this ?Agreement?), dated as of the Grant Date specified above (the ?Grant D |
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May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2022 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission File Numbe |
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May 11, 2022 |
Exhibit 10.3 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this ?Agreement?) is made and entered into by and between Atlas Technical Consultants LLC, a Delaware limited liability company (the ?Company?), and the undersigned (the ?Executive?), and shall be effective as of December 31, 2021 (the ?Effective Date?). W I T N E S S E T H: WHEREAS, the Company desires to employ Executive pursuant to th |
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May 11, 2022 |
Exhibit 99.2 May 10, 2022 FIRST QUARTER 2022 EARNINGS PRESENTATION FORWARD LOOKING STATEMENTS 2 The statements contained in this presentation that are not purely historical are forward - looking statements and involve a number of risks and uncertainties. Our forward - looking statements include, but are not limited to, statements regarding our or our management team?s expectations, hopes, beliefs, |
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April 26, 2022 |
DEF 14A 1 def14a0422atlastech.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Onl |
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April 26, 2022 |
Atlas Technical Consultants, Inc. 13215 Bee Cave Parkway Building B, Suite 230 Austin, Texas 78738 CORRESP 1 filename1.htm Atlas Technical Consultants, Inc. 13215 Bee Cave Parkway Building B, Suite 230 Austin, Texas 78738 April 26, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Janice Adeloye Re: Request for Acceleration of Effectiveness of Registration Statement on Form S-3 (File No. 333-264016) of Atl |
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April 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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March 31, 2022 |
As filed with the Securities and Exchange Commission on March 31, 2022 As filed with the Securities and Exchange Commission on March 31, 2022 Registration Statement No. |
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March 31, 2022 |
Calculation of Filing Fee Table Exhibit 107.1 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered(1) Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Secondary Offering Class A common stock, par value $0.0001 per share 2,078,300 $ 12.69 (2) $ 26,373,627.00 $ 2,444.84 (3) Total $ 26,373,627.00 $ 2,444.84 (1) Pursua |
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March 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2022 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission File Num |
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March 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38745 ATLAS TECHNICA |
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March 16, 2022 |
Exhibit 4.3 DESCRIPTION OF REGISTRANT?S SECURITIES The following summary of the material terms of our securities is not intended to be a complete summary of the rights and preferences of such securities. We urge you to read our charter and bylaws in their entirety for a complete description of the rights and preferences of our securities, copies of which have been filed with the SEC. Authorized an |
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March 16, 2022 |
Exhibit 10.45 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this ?Amendment?) is made and entered into as of December 17, 2021 by and between Atlas Technical Consultants LLC, a Delaware limited liability company (the ?Company?), and the undersigned (the ?Executive?), and shall be effective as of December 17, 2021 (the ?Effective Date?). W I T N E S S E T H: |
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March 16, 2022 |
Exhibit 21.1 List of Subsidiaries Name Jurisdiction of Formation or Incorporation Alta Vista Solutions, Inc. Delaware Atlantic Engineering Laboratories, LLC Delaware Atlas TC Holdings LLC Delaware Atlas Intermediate Holdings LLC Delaware Atlas Technical Consultants Sole Member LLC Delaware Atlas Technical Consultants LLC Delaware ATC Sole Member LLC Delaware Arrow Environmental Holdings GP LLC Del |
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March 16, 2022 |
Atlas Technical Consultants Reports Fourth Quarter 2021 Results Exhibit 99.1 Atlas Technical Consultants Reports Fourth Quarter 2021 Results - Record Quarter with Revenues and Adjusted EBITDA Increasing 15.5% and 33.9% Year over Year, respectively - - Record $808 Million Backlog Fueled by Major Infrastructure and Environmental Contract Awards - - Positioned for Revenue and Profitability Growth in 2022 from Major Project Wins, Strong Market Tailwinds, and a Rob |
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March 16, 2022 |
Exhibit 10.46 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?) is made and entered into as of December 17, 2021, by and between Atlas Technical Consultants LLC, a Delaware limited liability company (the ?Company?), and the undersigned (the ?Executive?), and shall be effective as of December 17, 2021 (the ?Effective Date?). W I T N E S S E |
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March 16, 2022 |
Exhibit 99.2 M a r c h 1 5 , 2 0 2 2 FOURTH Q UARTER AND FULL YEAR 2021 EARNINGS PRESENTAT I ON FORW A RD LOOK I NG STAT EMEN T S 2 The statements contained in this presentation that are not purely historical are forward - looking statements and involve a number of risks and uncertainties. Our forward - looking statements include, but are not limited to, statements regarding our or our management |
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February 11, 2022 |
Exhibit 99.2 EXHIBIT 2 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENT, that I, Michael Edward Platt, hereby make, constitute and appoint Steven Pariente, acting individually, as my agent and attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as principal of, or in other capacities with, BlueCrest Capital Management Limited, a company organi |
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February 11, 2022 |
Exhibit 99.1 EXHIBIT 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The u |
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February 11, 2022 |
ATCX / Atlas Technical Consultants, Inc. Class A / MIHI LLC - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Atlas Technical Consultants, Inc. (Name of Issuer) Class A common stock, $0.0001 par value per share (Title of Class of Securities) 049430101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appr |
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February 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Atlas Technical Consultants, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 049430101 (CUSIP Number) 31 December 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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November 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 15, 2021 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) |
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November 16, 2021 |
Exhibit 99.1 Atlas Technical Consultants Reports Third Quarter 2021 Results - Company?s Strong Growth Continues with Revenues Increasing 15% - Record $757 Million Backlog Fueled by New Major Infrastructure and Environmental Related Contract Awards - Growth Poised to Accelerate in 2022 From Major Project Wins and Strong Market Tailwinds - Passage of the $1.2 Trillion US Infrastructure Bill Expected |
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November 16, 2021 |
Exhibit 99.2 THIRD QUARTER 2021 EARNINGS PRESENTAT I ON N o v ember 1 5 , 2 0 21 The statements contained in this presentation that are not purely historical are forward - looking statements and involve a number of risks and uncertainties. Our forward - looking statements include, but are not limited to, statements regarding our or our management team?s expectations, hopes, beliefs, intentions or |
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November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 1, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38745 ATLAS TE |
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August 17, 2021 |
Exhibit 99.1 Atlas Technical Consultants Reports Second Quarter 2021 Results Company Release - 08/16/2021 - Delivered 17% Revenue Growth - - Completed Accretive Acquisitions of Atlantic Engineering Laboratories and O?Neill Service Group - - Increased Cash Flows from Operations - - Reiterated 2021 Outlook for Revenues and Adjusted EBITDA - AUSTIN, Texas, Aug. 16, 2021 (GLOBE NEWSWIRE) - Atlas Techn |
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August 17, 2021 |
Exhibit 99.2 SECOND QUARTER 2021 EARNINGS PRESENTAT I ON A u gust 16 , 2 0 21 The statements contained in this presentation that are not purely historical are forward - looking statements and involve a number of risks and uncertainties. Our forward - looking statements include, but are not limited to, statements regarding our or our management team?s expectations, hopes, beliefs, intentions or str |
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August 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 16, 2021 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) ( |
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August 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 2, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38745 ATLAS TECHN |
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August 4, 2021 |
ATCX / Atlas Technical Consultants, Inc. Class A / MACQUARIE GROUP LTD - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Atlas Technical Consultants, Inc. (Name of Issuer) Class A common stock, $0.0001 par value per share (Title of Class of Securities) 049430101 (CUSIP Number) November 18, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropr |
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July 6, 2021 |
Atlas Technical Consultants, Inc. 13215 Bee Cave Parkway Building B, Suite 230 Austin, Texas 78738 Atlas Technical Consultants, Inc. 13215 Bee Cave Parkway Building B, Suite 230 Austin, Texas 78738 July 6, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Scott Anderegg Re: Request for Acceleration of Effectiveness of Registration Statement on Form S-3 (File No. 333-256857) of Atlas Technical Consultants, |
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July 1, 2021 |
Form of Indenture for Subordinated Debt Securities Exhibit 4.4 ATLAS TECHNICAL CONSULTANTS, INC. AND [ ] Trustee INDENTURE DATED AS OF , 20 SUBORDINATED DEBT SECURITIES ATLAS TECHNICAL CONSULTANTS, INC. RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939, AS AMENDED, AND INDENTURE, DATED AS OF , 20 TRUST INDENTURE ACT SECTION INDENTURE SECTION Section 310(a)(1) 6.9 (a)(2) 6.9 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 6.9 (b) 6.8 Se |
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July 1, 2021 |
As filed with the Securities and Exchange Commission on July 1, 2021 As filed with the Securities and Exchange Commission on July 1, 2021 Registration Statement No. |
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July 1, 2021 |
Form of Indenture for Senior Debt Securities Exhibit 4.3 ATLAS TECHNICAL CONSULTANTS, INC. AND [ ] Trustee INDENTURE DATED AS OF , 20 SENIOR DEBT SECURITIES ATLAS TECHNICAL CONSULTANTS, INC. RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939, AS AMENDED, AND INDENTURE, DATED AS OF , 20 TRUST INDENTURE ACT SECTION INDENTURE SECTION Section 310(a)(1) 6.9 (a)(2) 6.9 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 6.9 (b) 6.8 Section |
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June 10, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 10, 2021 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (Co |
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June 7, 2021 |
As filed with the Securities and Exchange Commission on June 7, 2021 As filed with the Securities and Exchange Commission on June 7, 2021 Registration Statement No. |
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June 2, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 2, 2021 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (Com |
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June 2, 2021 |
Atlas Technical Consultants Announces Corporate Governance Enhancement Plan and ESG Initiatives Exhibit 99.1 Atlas Technical Consultants Announces Corporate Governance Enhancement Plan and ESG Initiatives Austin, TX (June 2, 2021) ? Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (?Atlas? or the ?Company?), a leading provider of professional testing, inspection, environmental, engineering, program management, and consulting services, announced today an initiative to enhance its corporate go |
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May 18, 2021 |
Prospectus Supplement No. 12 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 PROSPECTUS SUPPLEMENT NO. 12 Atlas Technical Consultants, Inc. 27,780,345 Shares of Class A Common Stock This prospectus supplement No. 12 (this ?Prospectus Supplement?) updates, amends and supplements the prospectus dated June 3, 2020, as supplemented (the ?Prospe |
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May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 17, 2021 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (Com |
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May 17, 2021 |
Exhibit 10.4 ATLAS TECHNICAL CONSULTANTS, INC. PERFORMANCE STOCK UNIT AGREEMENT * * * * * Participant: Grant Date: Target Number of Performance Stock Units Granted: Performance Period: January 1, 2021 through December 29, 2023 Performance Metrics: See Exhibit A attached hereto * * * * * THIS PERFORMANCE STOCK UNIT AGREEMENT (this ?Agreement?), dated as of the Grant Date specified above (the ?Grant |
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May 17, 2021 |
Exhibit 10.3 ATLAS TECHNICAL CONSULTANTS, INC. PERFORMANCE STOCK UNIT AGREEMENT * * * * * Participant: Grant Date: Target Number of Performance Stock Units Granted: Performance Period: January 1, 2021 through December 29, 2023 Performance Metrics: See Exhibit A attached hereto * * * * * THIS PERFORMANCE STOCK UNIT AGREEMENT (this ?Agreement?), dated as of the Grant Date specified above (the ?Grant |
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May 17, 2021 |
Exhibit 10.2 ATLAS TECHNICAL CONSULTANTS, INC. RESTRICTED STOCK UNIT AGREEMENT * * * * * Participant: Grant Date: Number of Restricted Stock Units Granted: * * * * * THIS RESTRICTED STOCK UNIT AGREEMENT (this ?Agreement?), dated as of the Grant Date specified above (the ?Grant Date?), is entered into by and between ATLAS TECHNICAL CONSULTANTS, INC., a corporation organized in the State of Delaware |
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May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 2, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38745 ATLAS TECH |
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May 17, 2021 |
Exhibit 99.2 FIRST QUARTER 2021 EARNINGS PRESENTATION May 17 , 2021 FORWARD LOOKING STATEMENTS 2 3 AGENDA Business Overview L. Joe Boyer Chief Executive Officer Financial Overview & Outlook David Quinn Chief Financial Officer ESSENTIAL PROVIDER OF MISSION CRITICAL SERVICES ATLAS OVERVIEW LAST 12 MONTHS $482M Gross Revenue 1 16.4% Adj. EBITDA Margin 1,2 $689M Backlog A LEADING NATIONAL TECHNICAL SE |
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May 17, 2021 |
Exhibit 99.1 Atlas Technical Consultants Reports First Quarter 2021 Results - Delivered Positive Start to 2021 with 13% Total Organic and Acquisitive Revenue Growth - - Completed Transformational Balance Sheet Recapitalization Accelerating Path to Reduce Net Leverage - - Further Execution on M&A Pipeline with Acquisition of Atlantic Engineering Laboratories in April 2021 - - Raised 2021 Outlook fo |
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May 17, 2021 |
Exhibit 10.1 ATLAS TECHNICAL CONSULTANTS, INC. RESTRICTED STOCK UNIT AGREEMENT * * * * * Participant: Grant Date: Number of Restricted Stock Units Granted: * * * * * THIS RESTRICTED STOCK UNIT AGREEMENT (this ?Agreement?), dated as of the Grant Date specified above (the ?Grant Date?), is entered into by and between ATLAS TECHNICAL CONSULTANTS, INC., a corporation organized in the State of Delaware |
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April 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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April 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2021 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-38745 (Commission F |
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April 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2021 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-38745 (Commission F |
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March 30, 2021 |
Prospectus Supplement No. 11 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 PROSPECTUS SUPPLEMENT NO. 11 Atlas Technical Consultants, Inc. 27,780,345 Shares of Class A Common Stock This prospectus supplement No. 11 (this ?Prospectus Supplement?) updates, amends and supplements the prospectus dated June 3, 2020, as supplemented (the ?Prospe |
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March 23, 2021 |
Exhibit 4.3 DESCRIPTION OF REGISTRANT?S SECURITIES The following summary of the material terms of our securities is not intended to be a complete summary of the rights and preferences of such securities. We urge you to read our charter and bylaws in their entirety for a complete description of the rights and preferences of our securities, copies of which have been filed with the SEC. Authorized an |
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March 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38745 ATLAS TECHNICA |
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March 23, 2021 |
Exhibit 21.1 List of Subsidiaries Name Jurisdiction of Formation or Incorporation Atlas TC Holdings LLC Delaware Atlas Intermediate Holdings LLC Delaware Atlas Technical Consultants Sole Member LLC Delaware Atlas Technical Consultants LLC Delaware ATC Sole Member LLC Delaware Arrow Environmental Holdings GP LLC Delaware Arrow Environmental Holdings LP Delaware Arrow ATC Holdings LLC Delaware ATC G |
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March 22, 2021 |
EXHIBIT 2 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENT, that I, Michael Edward Platt, hereby make, constitute and appoint Steven Pariente, acting individually, as my agent and attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as principal of, or in other capacities with, BlueCrest Capital Management Limited, a company organized under the |
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March 22, 2021 |
EXHIBIT 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. |
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March 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Atlas Technical Consultants, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 049430101 (CUSIP Number) 18 March 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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March 9, 2021 |
Exhibit 99.1 Atlas Technical Consultants Reports Fourth Quarter and Full Year 2020 Results - Numerous Major Accomplishments in Inaugural Year as a Public Company - - Recent Recapitalization to Fuel Organic Growth, Accelerate M&A and Strengthen Returns - - Provides 2021 Growth Outlook for Revenue of $500 to $520 million and Adjusted EBITDA of $70 to $76 million - Austin, TX (March 8, 2021) – Atlas |
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March 9, 2021 |
FOURTH QUARTER AND FISCAL YEAR 2020 EARNINGS PRESENTATION March 8 , 2021 Exhibit 99.2 FOURTH QUARTER AND FISCAL YEAR 2020 EARNINGS PRESENTATION March 8 , 2021 The statements contained in this presentation that are not purely historical are forward - looking statements. Our forward - looking statements include, but are not limited to, statements regarding our or our management team?s expectations, hopes, beliefs, intentions or strategies regarding the future. The inform |
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March 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2021 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission File Numb |
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March 4, 2021 |
Regulation FD Disclosure, Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2021 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission File |
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March 4, 2021 |
Exhibit 99.1 Atlas Technical Consultants Announces Agreement to Acquire Atlantic Engineering Laboratories, Inc. Broadens Reach of Environmental Services and Strengthens Cross-Selling Capabilities in the New York Tri-State Region Austin, TX (March 3, 2021) – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineeri |
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February 26, 2021 |
Exhibit 10.3 AMENDMENT NO. 1 TO THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ATLAS TC HOLDINGS LLC This Amendment No. 1 (this ?Amendment?) to the Amended and Restated Limited Liability Company Agreement (the ?LLC Agreement?) of Atlas TC Holdings LLC, a Delaware Limited Liability Company (the ?Company?) is entered into effective as of February 25, 2021, by Atlas Technical Consult |
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February 26, 2021 |
Exhibit 10.2 Execution Version CREDIT AGREEMENT dated as of February 25, 2021 Among ATLAS TC HOLDINGS LLC, as Holdings, ATLAS INTERMEDIATE HOLDINGS LLC, as Borrower, the other Loan Parties Party Hereto From Time to Time, the Lenders Party Hereto From Time to Time, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swingline Lender, an Issuing Bank and a Lender JPMORGAN CHASE BANK, N.A., as So |
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February 26, 2021 |
Exhibit 99.1 Atlas Technical Consultants Announces Significant Recapitalization and Simplification of Its Capital Structure - Expands Borrowing Capacity and Significantly Increases Liquidity - - Lowers Cost of Capital and Extends Debt Maturities ? - Redeems in Full the Company?s Series A Senior Preferred Units at Par - Austin, TX (February 26, 2021) ? Atlas Technical Consultants, Inc. (Nasdaq: ATC |
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February 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2021 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission File |
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February 26, 2021 |
Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT dated as of February 25, 2021 among ATLAS TC HOLDINGS LLC, as Holdings, ATLAS INTERMEDIATE HOLDINGS LLC, as Borrower, The Lenders From Time to Time Party Hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent and as Collateral Agent Table of Contents (continued) Page ARTICLE I Definitions 1 SECTION 1.01 Defined Terms. 1 SECTION 1. |
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February 16, 2021 |
Prospectus Supplement No. 10 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 PROSPECTUS SUPPLEMENT NO. 10 Atlas Technical Consultants, Inc. 27,780,345 Shares of Class A Common Stock This prospectus supplement No. 10 (this ?Prospectus Supplement?) updates, amends and supplements the prospectus dated June 3, 2020, as supplemented (the ?Prospe |
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February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ATLAS TECHNICAL CONSULTANTS, INC. (Name of Issuer) Class A common stock, $0.0001 par value per share (Title of Class of Securities) 049430119 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate b |
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February 16, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Boxwood Merger Corp (Name of Issuer) Class A common stock, $0.0001 par value per share (Title of Class of Securities) 10319T101 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th |
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February 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* BOXWOOD MERGER CORP. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 10319T101 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa |
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February 12, 2021 |
SC 13G/A 1 sc13ga021021.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Atlas Technical Consultants, Inc. (formerly known as Boxwood Merger Corp.) (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 049430101 (CUSIP Number) December 31, 2020 (Date of Ev |
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February 11, 2021 |
ATLAS TECHNICAL CONSULTANTS, INC. =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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February 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Atlas Technical Consultants, Inc. (Name of Issuer) Class A Common Stock, $0.0001 Par Value (Title of Class of Securities) 10319T200 (CUSIP Number) PTE Holdings, Inc. 1500 Broadway, Suite 1117 Lubbock, Texas 79401 (806) 438 – 0089 With a Copy To: Samuel E |
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February 9, 2021 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Atlas Technical Consultants, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 10319T200 (CUSIP Number) Lucie Kantrow Bernhard Capital Partners 400 Convention Street, Suite 1010 Baton Rouge, |
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February 9, 2021 |
EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including |
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February 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) ATLAS TECHNICAL CONSULTANTS, INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 049430101 (CUSIP Number) DECEMBER 31, 2020 (Date of event which requires filing of this statement) Check the appropriate bo |
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February 1, 2021 |
Prospectus Supplement No. 9 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 PROSPECTUS SUPPLEMENT NO. 9 Atlas Technical Consultants, Inc. 27,780,345 Shares of Class A Common Stock This prospectus supplement No. 9 (this “Prospectus Supplement”) updates, amends and supplements the prospectus dated June 3, 2020, as supplemented (the “Prospectu |
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January 7, 2021 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 4, 2021 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) ( |
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December 2, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 30, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) |
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December 2, 2020 |
Exhibit 99.1 Atlas Technical Consultants Completes Acquisition of WesTest - Deepens presence and cross-selling capabilities in transportation sector - Austin, TX (November 30, 2020) – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, environmental, engineering, program management and consulting services, announced t |
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November 30, 2020 |
As filed with the Securities and Exchange Commission on November 30, 2020 Registration No. |
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November 30, 2020 |
- POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 As filed with the Securities and Exchange Commission on November 30, 2020 Registration No. |
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November 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Atlas Technical Consultants, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 049430101 (CUSIP Number) 18 November 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua |
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November 30, 2020 |
EXHIBIT 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. |
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November 30, 2020 |
EXHIBIT 2 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENT, that I, Michael Edward Platt, hereby make, constitute and appoint Steven Pariente, acting individually, as my agent and attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as principal of, or in other capacities with, BlueCrest Capital Management Limited, a company organized under the |
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November 25, 2020 |
Prospectus Supplement No. 8 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 PROSPECTUS SUPPLEMENT NO. 8 Atlas Technical Consultants, Inc. 27,780,345 Shares of Class A Common Stock This prospectus supplement No. 8 (this “Prospectus Supplement”) updates, amends and supplements the prospectus dated June 3, 2020, as supplemented (the “Prospectu |
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November 18, 2020 |
Prospectus Supplement No. 7 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 Atlas Technical Consultants, Inc. 23,750,000 Shares of Class A Common Stock Issuable Upon Exercise of Existing Warrants 27,780,345 Shares of Class A Common Stock 3,750,000 Private Placement Warrants This prospectus supplement No. 7 (“Prospectus Supplement”) updates, |
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November 18, 2020 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 18, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) |
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November 18, 2020 |
Prospectus Supplement No. 6 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 Atlas Technical Consultants, Inc. 23,750,000 Shares of Class A Common Stock Issuable Upon Exercise of Existing Warrants 27,780,345 Shares of Class A Common Stock 3,750,000 Private Placement Warrants This prospectus supplement No. 6 (?Prospectus Supplement?) updates, |
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November 18, 2020 |
Exhibit 99.1 Atlas Technical Consultants, Inc. Announces Completion of Warrant Exchange Offer and Plan to Exchange Remaining Outstanding Warrants AUSTIN, Texas ? (BUSINESS WIRE) ? November 18, 2020 ? Atlas Technical Consultants, Inc. (NASDAQ: ATCX) (?Atlas? or the ?Company?), a leading provider of professional testing, inspection, engineering, environmental and consulting services, today announced |
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November 17, 2020 |
- AMENDMENT NO.2 TO FORM SC TO-I UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2) ATLAS TECHNICAL CONSULTANTS, INC. (Name of Subject Company and Filing Person (Issuer)) Warrants to Purchase Shares of Class A Common Stock (Title of Class of Securities) 049430119 (CUSIP Number of Clas |
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November 17, 2020 |
Exhibit 10.1 AMENDMENT NO. 1 TO WARRANT AGREEMENT This Amendment (this “Amendment”) is made as of November 17, 2020 by and between Atlas Technical Consultants, Inc., a Delaware corporation (f/k/a Boxwood Merger Corp.) (the “Company”), and Continental Stock Transfer & Trust Company, a New York Corporation, as warrant agent (the “Warrant Agent”), and constitutes an amendment to that certain Warrant |
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November 17, 2020 |
Exhibit 99.1 Atlas Technical Consultants, Inc. Announces Expiration and Results of Exchange Offer and Consent Solicitation Relating to its Warrants AUSTIN, Texas – (BUSINESS WIRE) – November 17, 2020 – Atlas Technical Consultants, Inc. (NASDAQ: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, environmental and consulting services, today announc |
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November 17, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 17, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) |
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November 17, 2020 |
Merger Prospectus - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 17, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) |
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November 17, 2020 |
Exhibit 10.1 AMENDMENT NO. 1 TO WARRANT AGREEMENT This Amendment (this “Amendment”) is made as of November 17, 2020 by and between Atlas Technical Consultants, Inc., a Delaware corporation (f/k/a Boxwood Merger Corp.) (the “Company”), and Continental Stock Transfer & Trust Company, a New York Corporation, as warrant agent (the “Warrant Agent”), and constitutes an amendment to that certain Warrant |
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November 17, 2020 |
Exhibit 99.1 Atlas Technical Consultants, Inc. Announces Expiration and Results of Exchange Offer and Consent Solicitation Relating to its Warrants AUSTIN, Texas – (BUSINESS WIRE) – November 17, 2020 – Atlas Technical Consultants, Inc. (NASDAQ: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, environmental and consulting services, today announc |
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November 16, 2020 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-249553 PROSPECTUS/OFFER TO EXCHANGE ATLAS TECHNICAL CONSULTANTS, INC. Offer to Exchange Warrants to Purchase Shares of Class A Common Stock of Atlas Technical Consultants, Inc. for Shares of Class A Common Stock of Atlas Technical Consultants, Inc. and Consent Solicitation THE OFFER PERIOD (AS DEFINED BELOW) AND WITHDRAWAL RIGHTS WILL EXPIRE AT |
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November 12, 2020 |
As filed with the Securities and Exchange Commission on November 12, 2020 No. 333-249553 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 8742 83-0808563 (State or other jurisdiction of incorpor |
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November 12, 2020 |
Atlas Technical Consultants, Inc. 13215 Bee Cave Parkway, Building B, Suite 230 Austin, Texas 78738 November 12, 2020 VIA EDGAR TRANSMISSION United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-0406 Attention: Cara Wirth Re: Atlas Technical Consultants, Inc. Amendment No. 1 to Registration Statement on Form S-4 File No. 333-2495 |
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November 9, 2020 |
Exhibit 99.1 News Release Atlas Technical Consultants, Inc. Announces Amendment to Registration Statement for its Exchange Offer and Consent Solicitation Relating to its Warrants AUSTIN, Texas – (BUSINESS WIRE) – November 9, 2020 – Atlas Technical Consultants, Inc. (NASDAQ: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, environmental and cons |
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November 9, 2020 |
Merger Prospectus - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 9, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) |
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November 9, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) ATLAS TECHNICAL CONSULTANTS, INC. (Name of Subject Company and Filing Person (Issuer)) Warrants to Purchase Shares of Class A Common Stock (Title of Class of Securities) 049430119 (CUSIP Number of Clas |
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November 9, 2020 |
Prospectus Supplement No. 5 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 Atlas Technical Consultants, Inc. 23,750,000 Shares of Class A Common Stock Issuable Upon Exercise of Existing Warrants 27,780,345 Shares of Class A Common Stock 3,750,000 Private Placement Warrants This prospectus supplement (“Prospectus Supplement”) updates, amend |
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November 9, 2020 |
Exhibit 99.1 Atlas Technical Consultants Reports Third Quarter 2020 Results - Resilient business delivers strong quarterly performance while advancing strategic acquisitions – - Launched warrant exchange offer to simplify and optimize capital structure - - Provides improved full year 2020 Adjusted EBITDA outlook on a tightened revenue range - Austin, TX (November 9, 2020) – Atlas Technical Consult |
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November 9, 2020 |
THIRD QUARTER 2020 EARNINGS PRESENTATION November 9, 2020 Exhibit 99.2 THIRD QUARTER 2020 EARNINGS PRESENTATION November 9, 2020 The statements contained in this presentation that are not purely historical are forward - looking statements. Our forward - looking statements include, but are not limited to, statements regarding our or our management team’s expectations, hopes, beliefs, intentions or strategies regarding the future. The information included |
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November 9, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 9, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) |
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November 9, 2020 |
Exhibit 99.1 News Release Atlas Technical Consultants, Inc. Announces Amendment to Registration Statement for its Exchange Offer and Consent Solicitation Relating to its Warrants AUSTIN, Texas – (BUSINESS WIRE) – November 9, 2020 – Atlas Technical Consultants, Inc. (NASDAQ: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, environmental and cons |
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November 9, 2020 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 9, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) |
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November 9, 2020 |
As filed with the Securities and Exchange Commission on November 9, 2020 As filed with the Securities and Exchange Commission on November 9, 2020 No. 333-249553 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 8742 83-0808563 (State or other jurisdiction of incorporation or organiz |
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November 9, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38745 ATLAS |
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November 2, 2020 |
Prospectus Supplement No. 4 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 Prospectus Supplement No. 1 Filed Pursuant to Rule 424(b)(3) (to Warrant Exchange Prospectus dated November 2, 2020) Registration Statement No. 333-249553 Atlas Technical Consultants, Inc. 23,750,000 Shares of Class A Common Stock Issuable Upon Exercise of Existing |
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November 2, 2020 |
Atlas Technical Consultants Welcomes Raquel G. Richmond to its Board of Directors Exhibit 99.1 Atlas Technical Consultants Welcomes Raquel G. Richmond to its Board of Directors Austin, TX (November 2, 2020) – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, environmental and consulting services, announced today the appointment of Raquel G. Richmond to its board of directors, effecti |
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November 2, 2020 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-249553 PROSPECTUS/OFFER TO EXCHANGE ATLAS TECHNICAL CONSULTANTS, INC. Offer to Exchange Warrants to Purchase Shares of Class A Common Stock of Atlas Technical Consultants, Inc. for Shares of Class A Common Stock of Atlas Technical Consultants, Inc. and Consent Solicitation THE OFFER PERIOD (AS DEFINED BELOW) AND WITHDRAWAL RIGHTS WILL EXPIRE AT |
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November 2, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 29, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction (Commission (IRS E |
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November 2, 2020 |
Prospectus Supplement No. 4 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 Prospectus Supplement No. 1 Filed Pursuant to Rule 424(b)(3) (to Warrant Exchange Prospectus dated November 2, 2020) Registration Statement No. 333-249553 Atlas Technical Consultants, Inc. 23,750,000 Shares of Class A Common Stock Issuable Upon Exercise of Existing |
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October 20, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ATLAS TECHNICAL CONSULTANTS, INC. (Name of Subject Company and Filing Person (Issuer)) Warrants to Purchase Shares of Class A Common Stock (Title of Class of Securities) 049430119 (CUSIP Number of Class of Securities) L |
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October 19, 2020 |
Exhibit 99.2 LETTER TO BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES Offer To Exchange Warrants to Purchase Shares of Class A Common Stock of Atlas Technical Consultants, Inc. for Shares of Class A Common Stock of Atlas Technical Consultants, Inc. and Consent Solicitation THE OFFER AND CONSENT SOLICITATION (AS DEFINED BELOW) AND WITHDRAWAL RIGHTS WILL EXPIRE AT MIDNIGHT (E |
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October 19, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 19, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) |
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October 19, 2020 |
Exhibit 10.16 Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information marked with [*****] has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. October 19, 2020 BofA Securities, Inc. Bank of America Tower at One Bryant Park New York, New York 10036 Ladies and Gentlemen: 1. The Exchange Offer. |
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October 19, 2020 |
Other Events, Financial Statements and Exhibits - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 19, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) |
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October 19, 2020 |
Exhibit 99.1 News Release Atlas Technical Consultants, Inc. Announces Commencement of Exchange Offer and Consent Solicitation Relating to Warrants AUSTIN, Texas – (BUSINESS WIRE) – October 19, 2020 – Atlas Technical Consultants, Inc. (NASDAQ: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, environmental and consulting services, today announced |
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October 19, 2020 |
Exhibit 10.18 TENDER AND SUPPORT AGREEMENT TENDER AND SUPPORT AGREEMENT (this “Agreement”) dated as of October 19, 2020 by and among Atlas Technical Consultants, Inc. (the “Company”) and each holder listed on Schedule A hereto (each, a “Private Placement Warrant Holder”). W I T N E S S E T H: WHEREAS, as of the date hereof, each Private Placement Warrant Holder is the beneficial owner of warrants |
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October 19, 2020 |
Exhibit 99.1 LETTER OF TRANSMITTAL AND CONSENT Offer To Exchange Warrants to Purchase Shares of Class A Common Stock of Atlas Technical Consultants, Inc. for Shares of Class A Common Stock of Atlas Technical Consultants, Inc. and Consent Solicitation THE OFFER AND CONSENT SOLICITATION (AS DEFINED BELOW) AND WITHDRAWAL RIGHTS WILL EXPIRE AT MIDNIGHT (END OF DAY), EASTERN STANDARD TIME, ON NOVEMBER |
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October 19, 2020 |
Exhibit 99.3 LETTER TO CLIENTS OF BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES Offer To Exchange Warrants to Purchase Shares of Class A Common Stock of Atlas Technical Consultants, Inc. for Shares of Class A Common Stock of Atlas Technical Consultants, Inc. and Consent Solicitation THE OFFER AND CONSENT SOLICITATION (AS DEFINED BELOW) AND WITHDRAWAL RIGHTS WILL EXPIRE AT |
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October 19, 2020 |
Exhibit 99.1 News Release Atlas Technical Consultants, Inc. Announces Commencement of Exchange Offer and Consent Solicitation Relating to Warrants AUSTIN, Texas – (BUSINESS WIRE) – October 19, 2020 – Atlas Technical Consultants, Inc. (NASDAQ: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, environmental and consulting services, today announced |
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October 19, 2020 |
Exhibit 10.17 TENDER AND SUPPORT AGREEMENT TENDER AND SUPPORT AGREEMENT (this “Agreement”) dated as of October 19, 2020 by and among Atlas Technical Consultants, Inc. (the “Company”) and each of the persons listed on Schedule A hereto (collectively, the “Public Warrant Holders,” and each a “Public Warrant Holder”). WITNESSETH: WHEREAS, as of the date hereof, each Public Warrant Holder is the benef |
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October 19, 2020 |
As filed with the Securities and Exchange Commission on October 19, 2020 No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 8742 83-0808563 (State or other jurisdiction of incorporation or organization) (Primary Standard |
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October 14, 2020 |
Prospectus Supplement No. 3 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 PROSPECTUS SUPPLEMENT NO. 3 Atlas Technical Consultants, Inc. 23,750,000 Shares of Class A Common Stock Issuable Upon Exercise of Existing Warrants 27,780,345 Shares of Class A Common Stock 3,750,000 Private Placement Warrants This prospectus supplement No. 3 (“Pros |
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October 9, 2020 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the common stock, par value $0.0001 per share, of Atlas Technical Consultants, Inc. and further agree that this Joint Fil |
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October 9, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Atlas Technical Consultants, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 049430119 (CUSIP Number) September 29, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate b |
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October 1, 2020 |
Exhibit 99.1 Atlas Technical Consultants Completes Acquisition of Alta Vista Completed acquisition strengthens transportation testing, inspection and engineering capabilities in key West Coast and Northeast markets Austin, TX (September 29, 2020) – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, progr |
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October 1, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 29, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation |
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September 30, 2020 |
Completion of Acquisition or Disposition of Assets - AMENDMENT NO. 2 TO FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 14, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction o |
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September 3, 2020 |
Via EDGAR and Federal Express September 3, 2020 Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission 100 F Street, N. |
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September 3, 2020 |
SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of August 25, 2020, by and among AS&M SPV, LLC, a Delaware limited liability company (“Buyer”), PTE Holdings, Inc. |
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September 3, 2020 |
Quarterly Report - AMENDMENT NO. 1 TO FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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September 3, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Atlas Technical Consultants, Inc. (Name of Issuer) Class A Common Stock, $0.0001 Par Value (Title of Class of Securities) 049430119 (CUSIP Number) PTE Holdings, Inc. 1500 Broadway, Suite 1117 Lubbock, Texas 79401 (806) 438 – 0089 With a Copy To: Samuel E |
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September 3, 2020 |
Quarterly Report - AMENDMENT NO.1 TO FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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August 27, 2020 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. |
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August 27, 2020 |
EX-99.2 Exhibit 2 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of August 25, 2020, by and among AS&M SPV, LLC, a Delaware limited liability company (“Buyer”), PTE Holdings, Inc., a Texas corporation (“Seller”) and, solely with respect to Section 4, Atlas Technical Consultants, Inc., a Delaware corporation (“Atlas Parent”). RECITALS |
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August 14, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 14, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) ( |
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August 14, 2020 |
Atlas Technical Consultants, Inc. Announces Withdrawal of Proposed Offering of Class A Common Stock Exhibit 99.1 Atlas Technical Consultants, Inc. Announces Withdrawal of Proposed Offering of Class A Common Stock AUSTIN, Texas – (BUSINESS WIRE) – August 14, 2020 – Atlas Technical Consultants, Inc. (NASDAQ: ATCX) (“Atlas” or the “Company” ), a leading provider of professional testing, inspection, engineering, program management and consulting services, announced today that it has withdrawn the pu |
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August 11, 2020 |
Atlas Technical Consultants, Inc. Announces Launch of Offering of Class A Common Stock Exhibit 99.1 News Release Atlas Technical Consultants, Inc. Announces Launch of Offering of Class A Common Stock AUSTIN, Texas – (BUSINESS WIRE) – August 11, 2020 – Atlas Technical Consultants, Inc. (NASDAQ: ACTX) (“Atlas” or the “Company”), announced today that it has launched a public offering of 6,250,000 shares of its Class A common stock, par value $0.0001 per share (the “Class A common stock |
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August 11, 2020 |
Exhibit 99.1 Atlas Technical Consultants Reports Second Quarter 2020 Results - Resilient business model, proactive execution and safety-first emphasis delivered strong results - - Reiterate full year 2020 outlook - Austin, TX (August 10, 2020) – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, program |
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August 11, 2020 |
Prospectus Supplement No. 1 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 PROSPECTUS SUPPLEMENT NO. 1 Atlas Technical Consultants, Inc. 23,750,000 Shares of Class A Common Stock Issuable Upon Exercise of Existing Warrants 27,780,345 Shares of Class A Common Stock 3,750,000 Private Placement Warrants This prospectus supplement No. 1 update |
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August 11, 2020 |
SECOND QUARTER 2020 EARNINGS PRESENTATION August 10, 2020 Exhibit 99.2 SECOND QUARTER 2020 EARNINGS PRESENTATION August 10, 2020 The statements contained in this presentation that are not purely historical are forward - looking statements. Our forward - looking statements include, but are not limited to, statements regarding our or our management team’s expectations, hopes, beliefs, intentions or strategies regarding the future. The information included |
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August 11, 2020 |
As filed with the Securities and Exchange Commission on August 11, 2020. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Atlas Technical Consultants, Inc. (Exact name of registrant as specified in its charter) Delaware 83-0808563 (State or other jurisdiction of incorporation or organization |
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August 11, 2020 |
Unaudited Pro Forma Condensed Combined Financial Information Exhibit 99.2 Unaudited Pro Forma Condensed Combined Financial Information On February 14, 2020, Atlas Technical Consultants, Inc., a Delaware corporation (the “Company”) completed the previously announced “Business Combination” whereby the Company acquired Atlas Intermediate Holdings LLC (“Atlas Intermediate”) and completed the other transactions contemplated by the Unit Purchase Agreement, dated |
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August 11, 2020 |
August 11, 2020 VIA EDGAR AND E-MAIL United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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August 11, 2020 |
Form of Underwriting Agreement. Exhibit 1.1 UNDERWRITING AGREEMENT 6,250,000 Shares ATLAS TECHNICAL CONSULTANTS, INC. Common Stock UNDERWRITING AGREEMENT August [ ● ], 2020 STIFEL, NICOLAUS & COMPANY, INCORPORATED RAYMOND JAMES & ASSOCIATES, INC. As representatives of the several Underwriters named in Schedule I hereto c/o Stifel, Nicolaus & Company, Incorporated One South Street Baltimore, Maryland 21202 Ladies and Gentlemen: A |
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August 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 10, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) ( |
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August 11, 2020 |
ATLAS TECHNICAL CONSULTANTS, INC. 13215 Bee Cave Parkway, Building B, Suite 230, Austin, Texas 78738 (512) 851-1501 August 11, 2020 Via EDGAR Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Mara Ransom, Jim Allegretto Re: Atlas Technical Consultants, Inc. Registration Statement on |
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August 11, 2020 |
Regulation FD Disclosure, Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) ( |
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August 11, 2020 |
Prospectus Supplement No. 2 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated June 3, 2020) Registration Statement No. 333-237748 PROSPECTUS SUPPLEMENT NO. 2 Atlas Technical Consultants, Inc. 23,750,000 Shares of Class A Common Stock Issuable Upon Exercise of Existing Warrants 27,780,345 Shares of Class A Common Stock 3,750,000 Private Placement Warrants This prospectus supplement No. 2 update |
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August 10, 2020 |
Quarterly Report - QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38745 ATLAS TECH |
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August 10, 2020 |
Exhibit 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 11, 2020, by and between Atlas Technical Consultants, LLC, a Delaware limited liability company (the “Company”), and the undersigned (the “Executive”), and shall be effective as of May 11, 2020 (the “Effective Date”). W I T N E S S E T H: WHEREAS, the Company desires to employ Executiv |
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August 10, 2020 |
Exhibit 10.4 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 11, 2020, by and between Atlas Technical Consultants LLC, a Delaware limited liability company (the “Company”), and the undersigned (the “Executive”), and shall be effective as of May 11, 2020 (the “Effective Date”). W I T N E S S E T H: WHEREAS, the Company and Executive are party to |
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August 10, 2020 |
Exhibit 10.3 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 11, 2020, by and between Atlas Technical Consultants LLC, a Delaware limited liability company (the “Company”), and the undersigned (the “Executive”), and shall be effective as of May 11, 2020 (the “Effective Date”). W I T N E S S E T H: WHEREAS, the Company and Executive are party to |
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August 10, 2020 |
Exhibit 10.5 ATLAS TECHNICAL CONSULTANTS, INC. [DATE] RESTRICTED STOCK UNIT AGREEMENT (EMPLOYEES) * * * * * Participant: Grant Date: Number of Restricted Stock Units Granted: * * * * * THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”), dated as of the Grant Date specified above (the “Grant Date”), is entered into by and between ATLAS TECHNICAL CONSULTANTS, INC., a corporation organized in th |
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August 4, 2020 |
Regulation FD Disclosure, Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 29, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (Co |
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August 4, 2020 |
Exhibit 99.1 Atlas Technical Consultants Announces Agreement to Acquire Alta Vista - Strengthens transportation testing, inspection and engineering capabilities in West Coast and Northeast - Austin, TX (August 3, 2020) – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, program management and consulting |
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July 29, 2020 |
As confidentially submitted to the Securities and Exchange Commission on July 29, 2020. |
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July 14, 2020 |
Exhibit 99.1 Atlas Technical Consultants Announces Preliminary Second Quarter 2020 Results and Provides 2020 Outlook Austin, TX (July 14, 2020) – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, program management and consulting services, announced today preliminary second quarter 2020 results and prov |
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July 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 14, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (Co |
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June 26, 2020 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 19, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (Co |
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June 24, 2020 |
EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the common stock, par value $0. |
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June 24, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Atlas Technical Consultants, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 049430119 (CUSIP Number) June 15, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to |
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June 24, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Atlas Technical Consultants, Inc. (Name of Issuer) Class A Common Stock, $0.0001 Par Value (Title of Class of Securities) 049430119 (CUSIP Number) PTE Holdings, Inc. 1500 Broadway, Suite 1117 Lubbock, Texas 79401 (806) 438 – 0089 With a Copy To: Samuel E. |
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June 15, 2020 |
As confidentially submitted to the Securities and Exchange Commission on June 15, 2020. |
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June 12, 2020 |
Atlas Technical Consultants, Inc. 13215 Bee Cave Parkway, Building B, Suite 230 Austin, Texas 78738 Via EDGAR and Federal Express June 11, 2020 Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Mara Ransom, Jim Allegretto Re: Atlas Technical Consultants, Inc. Registration Statement o |
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June 8, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ATLAS TECHNICAL CONSULTANTS, INC. (Name of Issuer) Class A common stock, $0.0001 par value per share (Title of Class of Securities) 049430119 (CUSIP Number) May 29, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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June 5, 2020 |
049430101 / Boxwood Merger Corp. / RIVERVIEW GROUP, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ATLAS TECHNICAL CONSULTANTS, INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 049430101 (CUSIP Number) MAY 29, 2020 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule |
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June 3, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 28, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (Com |
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June 3, 2020 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-237748 PROSPECTUS Atlas Technical Consultants, Inc. 23,750,000 Shares of Class A Common Stock Issuable Upon Exercise of Existing Warrants 27,780,345 Shares of Class A Common Stock 3,750,000 Private Placement Warrants This prospectus relates to the issuance by Atlas Technical Consultants, Inc. (formerly known as Boxwood Merger Corp. (prior to th |
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June 1, 2020 |
BWMC / Boxwood Merger Corp. / Karpus Management, Inc. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13 G Under the Securities Exchange Act of 1934 (Amendment No. 2) * Boxwood Merger Corp (BWMC) (Name of Issuer) Common Stock (Title of Class of Securities) 10319T101 (CUSIP Number) February 29, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which |
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May 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (Comm |
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May 28, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant S Filed by a Party other than the Registrant £ Check the appropriate box: £ Preliminary Proxy Statement £ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) S Definitive Proxy State |
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May 27, 2020 |
ATLAS TECHNICAL CONSULTANTS, INC. 13215 Bee Cave Parkway, Building B, Suite 230, Austin, Texas 78738 (512) 851-1501 May 27, 2020 Via EDGAR Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Mara Ransom, Jim Allegretto Re: Atlas Technical Consultants, Inc. Registration Statement on For |
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May 27, 2020 |
As submitted to the Securities and Exchange Commission on May 27, 2020. Registration No. 333-237748 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Amendment No. 3 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Atlas Technical Consultants, Inc. (Exact name of registrant as specified in its charter) Delaware 83-0808563 (State or other jurisdiction of incor |
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May 22, 2020 |
ATLAS TECHNICAL CONSULTANTS, INC. 13215 Bee Cave Parkway, Building B, Suite 230, Austin, Texas 78738 (512) 851-1501 May 22, 2020 Via EDGAR Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Mara Ransom, Jim Allegretto Re: Atlas Technical Consultants, Inc. Registration Statement on For |
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May 20, 2020 |
ATLAS TECHNICAL CONSULTANTS, INC. 13215 Bee Cave Parkway, Building B, Suite 230, Austin, Texas 78738 (512) 851-1501 May 20, 2020 Via EDGAR Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Mara Ransom, Jim Allegretto Re: Atlas Technical Consultants, Inc. Registration Statement on For |
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May 20, 2020 |
As submitted to the Securities and Exchange Commission on May 20, 2020. Registration No. 333-237748 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Amendment No. 2 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Atlas Technical Consultants, Inc. (Exact name of registrant as specified in its charter) Delaware 83-0808563 (State or other jurisdiction of incor |
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May 12, 2020 |
Exhibit 99.1 Atlas Technical Consultants Announces Finance and Accounting Organizational Changes - Appoints David D. Quinn, Sr. as Chief Financial Officer - - Former CFO Walter Powell to Retain Chief Accounting Officer Role - Austin, TX (May 12, 2020) – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading provider of professional testing, inspection, engineering, |
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May 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (Comm |
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May 11, 2020 |
Exhibit 99.1 Atlas Technical Consultants Reports First Quarter 2020 Results – Achieves Solid Operational and Financial Performance in First Quarter as a Public Company – – Prioritizing Safety, Operational Efficiency and Financial Flexibility to Address COVID-19 Crisis – Austin, TX (May 11, 2020) – Atlas Technical Consultants, Inc. (Nasdaq: ATCX) (“Atlas” or the “Company”), a leading provider of pr |
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May 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 11, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (Com |
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May 11, 2020 |
Exhibit 99.2 FIRST QUARTER 2020 EARNINGS PRESENTATION MAY 11, 2020 The statements contained in this presentation that are not purely historical are forward - looking statements. Our forward - looking statements include, but are not limited to, statements regarding our or our management team’s expectations, hopes, beliefs, intentions or strategies regarding the future. The information included in t |
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May 11, 2020 |
Quarterly Report - QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38745 ATLAS TEC |
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May 7, 2020 |
As submitted to the Securities and Exchange Commission on May 7, 2020. Registration No. 333-237748 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Amendment No. 1 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Atlas Technical Consultants, Inc. (Exact name of registrant as specified in its charter) Delaware 83-0808563 (State or other jurisdiction of incorp |
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May 7, 2020 |
Via EDGAR and Federal Express May 7, 2020 Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission 100 F Street, N. |
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April 20, 2020 |
Unaudited Pro Forma Condensed Combined Financial Information Exhibit 99.1 Unaudited Pro Forma Condensed Combined Financial Information On February 14, 2020, Atlas Technical Consultants, Inc. (formerly known as Boxwood Merger Corp., (“Boxwood”), a Delaware corporation (the “Company”) completed the previously announced “Business Combination” whereby the Company acquired Atlas Intermediate Holdings LLC (“Atlas Intermediate”) and completed the other transaction |
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April 20, 2020 |
Exhibit 10.2 ATLAS TECHNICAL CONSULTANTS, INC. [DATE] NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AGREEMENT * * * * * Participant: Grant Date: Number of Restricted Stock Units Granted: * * * * * THIS NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between ATLAS TECHNICAL CONSULTANTS, INC., a corporat |
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April 20, 2020 |
Letter from Marcum LLP to the U.S. Securities and Exchange Commission dated April 17, 2020. Exhibit 16.1 April 17, 2020 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Atlas Technical Consultants, Inc. (formerly known as Boxwood Merger Corp.) under Item 4.01 of its Form 8-K dated April 17, 2020. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with |
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April 20, 2020 |
BWMC / Boxwood Merger Corp. S-8 - - REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on April 17, 2020 Registration No. |
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April 20, 2020 |
BWMC / Boxwood Merger Corp. S-1 - Registration Statement - REGISTRATION STATEMENT ON FORM S-1 As submitted to the Securities and Exchange Commission on April 17, 2020. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Atlas Technical Consultants, Inc. (Exact name of registrant as specified in its charter) Delaware 83-0808563 (State or other jurisdiction of incorporation or organizatio |
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April 20, 2020 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 17, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (C |
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April 18, 2020 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 17, 2020 ATLAS TECHNICAL CONSULTANTS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38745 83-0808563 (State or other jurisdiction of incorporation) (C |
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April 3, 2020 |
Exhibit 10.2 EXECUTION VERSION AMENDMENT NO. 2 TO CREDIT AGREEMENT AMENDMENT NO. 2 TO CREDIT AGREEMENT dated as of March 31, 2020 (this “Amendment”) by and among ATLAS TC HOLDINGS LLC, a Delaware limited liability company (“Holdings”), ATLAS INTERMEDIATE HOLDINGS LLC, a Delaware limited liability company (the “Borrower”), certain Subsidiaries of the Borrower, as Subsidiary Loan Parties, the Lender |
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April 3, 2020 |
Exhibit 10.1 AMENDMENT NO. 1 TO CREDIT AGREEMENT AMENDMENT NO. 1 TO CREDIT AGREEMENT dated as of March 30, 2020 (this “Amendment”) by and among ATLAS TC HOLDINGS LLC, a Delaware limited liability company (“Holdings”), ATLAS INTERMEDIATE HOLDINGS LLC, a Delaware limited liability company (the “Borrower”), the Lenders and Issuing Banks party hereto, and Macquarie Capital Funding LLC, as Administrati |