CACG تصريحات هيئة الأوراق المالية والبورصات - Legg Mason ETF Investment Trust - ClearBridge All Cap Growth ESG ETF- التقرير السنوي، بيان التوكيل، نشرة الإصدار

الإحصائيات الأساسية

CIK

1527349

SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Legg Mason ETF Investment Trust - ClearBridge All Cap Growth ESG ETF

SEC Filings (Chronological Order)

توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.

February 16, 2016	SC 13G/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Chart Acquisition Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Chart Acquisition Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 161151105 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate
February 2, 2016	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)* CHART ACQUISITION CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Se UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CHART ACQUISITION CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 161151204 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th
February 2, 2016	SC 13G/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* CHART ACQUISITION CORP. (Name of Issuer) COMMON STOCK, $0.0001 par value (Title of Class of Securities) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* CHART ACQUISITION CORP. (Name of Issuer) COMMON STOCK, $0.0001 par value (Title of Class of Securities) 161151204 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pur
August 7, 2015	15-12B	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 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 Number 001-35762 CHART ACQUISITION CORP. (Exact name of registrant as specified in
August 3, 2015	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): August 3, 2015 (July 31, 2015) CH 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 3, 2015 (July 31, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporat
August 3, 2015	EX-99.1	CHART ACQUISITION COMPLETES BUSINESS COMBINATION WITH TEMPUS APPLIED SOLUTIONS EX-99.1 2 f8k07311599ichartacq.htm PRESS RELEASE Exhibit 99.1 CHART ACQUISITION COMPLETES BUSINESS COMBINATION WITH TEMPUS APPLIED SOLUTIONS New York, NY/Williamsburg, VA, August 3, 2015 — Chart Acquisition Corp. (OTCQB: CACG; CACGW; CACGU) announced the closing of its business combination with Tempus Applied Solutions, LLC, an aviation solutions company, creating a new holding company called Temp
July 31, 2015	SC 13G/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / BACON LOUIS M Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CHART ACQUISITION CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 161151204 (CUSIP Number) July 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the ru
July 20, 2015	DEFM14A	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 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
June 19, 2015	SC TO-T/A	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Investments LLC (Offeror) The Chart Group, L.P. (Other) RCG LV Pearl
June 19, 2015	EX-10.1	THIRD AMENDED AND RESTATED ESCROW AGREEMENT EX-10.1 2 f8k061915ex10ichartacq.htm THIRD AMENDED AND RESTATED ESCROW AGREEMENT Exhibit 10.1 THIRD AMENDED AND RESTATED ESCROW AGREEMENT THIRD AMENDED AND RESTATED ESCROW AGREEMENT, dated as of June 19, 2015 (“Agreement”), by and among Chart Acquisition Group, LLC (the “Representative”), Joseph Wright (“Wright”), and Cowen Investments LLC (“Cowen Investments,” together with Wright and the Represe
June 19, 2015	EX-10.1	THIRD AMENDED AND RESTATED ESCROW AGREEMENT EX-10.1 2 f8k061915ex10ichartacq.htm THIRD AMENDED AND RESTATED ESCROW AGREEMENT Exhibit 10.1 THIRD AMENDED AND RESTATED ESCROW AGREEMENT THIRD AMENDED AND RESTATED ESCROW AGREEMENT, dated as of June 19, 2015 (“Agreement”), by and among Chart Acquisition Group, LLC (the “Representative”), Joseph Wright (“Wright”), and Cowen Investments LLC (“Cowen Investments,” together with Wright and the Represe
June 19, 2015	8-K	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): June 19, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission
June 19, 2015	425	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, 2015 CHART ACQUISITION C 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, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission
June 16, 2015	SC TO-T/A	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Investments LLC (Offeror) The Chart Group, L.P. (Other) RCG LV Pearl
June 12, 2015	EX-10.3	Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, NY 10017 Exhibit 10.3 Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, NY 10017 [?] June 11, 2015 Re: Extension of Promissory Notes Ladies and Gentlemen: Reference is made to those certain promissory notes (collectively the ?Notes?) dated as of February 10, 2014, September 9, 2014 and February 4, 2015, by and among Chart Acquisition Corp. (the ?Maker?) and [?] (the ?Payee?). The Maker and the P
June 12, 2015	425	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 12, 2015 (June 11, 2015) CHA 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 12, 2015 (June 11, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporati
June 12, 2015	EX-10.1	THIRD AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.1 THIRD AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT This third amended and restated investment management trust agreement (?Agreement?) is made as of June 11, 2015, by and between Chart Acquisition Corp. (the ?Company?), a Delaware corporation and Continental Stock Transfer & Trust Company (the ?Trustee?) located at 17 Battery Place, New York, New York 10004. Capitalized
June 12, 2015	EX-3.1	AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHART ACQUISITION CORP. EX-3.1 2 f8k061115ex3ichartacqu.htm AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHART ACQUISITION CORP. Chart Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Chart Acquisition Corp.” The Corpor
June 12, 2015	EX-10.1	THIRD AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.1 THIRD AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT This third amended and restated investment management trust agreement (?Agreement?) is made as of June 11, 2015, by and between Chart Acquisition Corp. (the ?Company?), a Delaware corporation and Continental Stock Transfer & Trust Company (the ?Trustee?) located at 17 Battery Place, New York, New York 10004. Capitalized
June 12, 2015	EX-10.3	Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, NY 10017 Exhibit 10.3 Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, NY 10017 [?] June 11, 2015 Re: Extension of Promissory Notes Ladies and Gentlemen: Reference is made to those certain promissory notes (collectively the ?Notes?) dated as of February 10, 2014, September 9, 2014 and February 4, 2015, by and among Chart Acquisition Corp. (the ?Maker?) and [?] (the ?Payee?). The Maker and the P
June 12, 2015	EX-10.4	June 11, 2015 EX-10.4 6 f8k061115ex10ivchartacqu.htm FORM OF THIRD AMENDED AND RESTATED LETTER AGREEMENT Exhibit 10.4 June 11, 2015 Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, New York 10017 Deutsche Bank Securities Inc. 60 Wall Street, 4th Floor New York, New York 10005 Cowen and Company, LLC 599 Lexington Avenue New York, New York10022 Re: Initial Public Offering Ladies and Gentlemen: This th
June 12, 2015	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, 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 12, 2015 (June 11, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporati
June 12, 2015	EX-10.4	June 11, 2015 Exhibit 10.4 June 11, 2015 Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, New York 10017 Deutsche Bank Securities Inc. 60 Wall Street, 4th Floor New York, New York 10005 Cowen and Company, LLC 599 Lexington Avenue New York, New York10022 Re: Initial Public Offering Ladies and Gentlemen: This third amended and restated letter agreement (?Letter Agreement?) amends and restates that cer
June 12, 2015	EX-99.(A)(5)(A)	TENDER OFFER FOR WARRANTS OF CHART ACQUISITION CORP. EXTENDED Tender Offer Extended until 12:00 Midnight, New York City Time, at the end of the day on June 18, 2015, Unless Further Extended or Earlier Terminated EX-99.(A)(5)(A) 2 sctot0615a1exa5achart.htm PRESS RELEASE, ISSUED BY THE PURCHASERS ON JUNE 12, 2015. Exhibit (a)(5)(A) TENDER OFFER FOR WARRANTS OF CHART ACQUISITION CORP. EXTENDED Tender Offer Extended until 12:00 Midnight, New York City Time, at the end of the day on June 18, 2015, Unless Further Extended or Earlier Terminated New York, New York, June 12, 2015 – Chart Acquisition Group LLC, Jos
June 12, 2015	SC TO-T/A	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Investments LLC (Offeror) The Chart Group, L.P. (Other) RCG LV Pearl
June 12, 2015	EX-10.2	Third Amended and Restated Warrant Agreement, dated June 11, 2015, by and between Chart Acquisition Corp. and Continental Stock Transfer & Trust Company (incorporated by reference to Exhibit 10.2 to the Form 8-K filed by Chart Acquisition Corp. on June 12, 2015) EX-10.2 4 f8k061115ex10iichartacqu.htm THIRD AMENDED AND RESTATED WARRANT AGREEMENT Exhibit 10.2 THIRD AMENDED AND RESTATED WARRANT AGREEMENT THIS THIRD AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of June 11, 2015, is by and between Chart Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as war
June 12, 2015	EX-3.1	AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHART ACQUISITION CORP. EX-3.1 2 f8k061115ex3ichartacqu.htm AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHART ACQUISITION CORP. Chart Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Chart Acquisition Corp.” The Corpor
June 12, 2015	EX-10.2	THIRD AMENDED AND RESTATED WARRANT AGREEMENT EX-10.2 4 f8k061115ex10iichartacqu.htm THIRD AMENDED AND RESTATED WARRANT AGREEMENT Exhibit 10.2 THIRD AMENDED AND RESTATED WARRANT AGREEMENT THIS THIRD AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of June 11, 2015, is by and between Chart Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as war
June 11, 2015	EX-10.4	PURCHASE AND EXCHANGE AGREEMENT EX-10.4 10 f8k061015ex10ivchartacqui.htm FORM OF PURCHASE AND EXCHANGE AGREEMENT Exhibit 10.4 EXECUTION COPY PURCHASE AND EXCHANGE AGREEMENT This Purchase and Exchange Agreement (the “Agreement”) is entered into as of the 10th day of June, 2015, by and among Chart Acquisition Corp., a Delaware corporation (“Chart”), Tempus Applied Solutions Holdings, Inc., a Delaware corporation (“PubCo”), and Cha
June 11, 2015	EX-3.1	CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF THE SERIES A CONVERTIBLE PREFERRED STOCK OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. EX-3.1 2 f8k061015ex3ichartacqui.htm FORM OF CERTIFICATE OF DESIGNATIONS FOR SERIES A CONVERTIBLE PREFERRED STOCK OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. Exhibit 3.1 FINAL FORM CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF THE SERIES A CONVERTIBLE PREFERRED STOCK OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. I, Christopher D. Brady, hereby certify that I am the President of Tempus Applied
June 11, 2015	425	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, 2015 CHART ACQUISITION C 425 1 f8k061015chartacquisition.htm 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): June 10, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State o
June 11, 2015	EX-4.2	FORM OF SERIES A-2 WARRANT EX-4.2 4 f8k061015ex4iichartacqui.htm FORM OF SERIES A2 WARRANT OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. Exhibit 4.2 FINAL FORM FORM OF SERIES A-2 WARRANT THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 1(a) OF THIS WARRANT. Tempus Applied Solutions Holdings, Inc. Series A-2 Warrant To Purch
June 11, 2015	EX-10.3	PURCHASE AND EXCHANGE AGREEMENT EX-10.3 9 f8k061015ex10iiichartacqui.htm FORM OF PURCHASE AND EXCHANGE AGREEMENT Exhibit 10.3 EXECUTION COPY PURCHASE AND EXCHANGE AGREEMENT This Purchase and Exchange Agreement (the “Agreement”) is entered into as of the 10th day of June, 2015, by and among Chart Acquisition Corp., a Delaware corporation (“Chart”), Tempus Applied Solutions, LLC, a Delaware limited liability company (“Tempus”), Te
June 11, 2015	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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 10, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission
June 11, 2015	EX-10.1	SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER EX-10.1 7 f8k061015ex10ichartacqui.htm SECOND AMENDMENT TO THE AGREEMENT Exhibit 10.1 EXECUTION COPY SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER THIS SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Second Amendment”) is made and entered into as of June 10, 2015 by and among: (i) Tempus Applied Solutions, LLC, a Delaware limited liability company (the “Company”); (ii) each of the Perso
June 11, 2015	EX-10.2	PURCHASE AND EXCHANGE AGREEMENT EX-10.2 8 f8k061015ex10iichartacqui.htm FORM OF PURCHASE AND EXCHANGE AGREEMENT Exhibit 10.2 EXECUTION COPY PURCHASE AND EXCHANGE AGREEMENT This Purchase and Exchange Agreement (the “Agreement”) is entered into as of the 10th day of June, 2015, by and among Chart Acquisition Corp., a Delaware corporation (“Chart”), Tempus Applied Solutions, LLC, a Delaware limited liability company (“Tempus”), TAS
June 11, 2015	EX-10.6	Form of First Amendment to Registration Rights Agreement, dated as of June 10, 2015, by and among Chart Acquisition Corp. and certain initial investors (incorporated by reference to Exhibit 10.6 to the Form 8-K filed by Chart Acquisition Corp. on June 11, 2015) EX-10.6 12 f8k061015ex10vichartacqui.htm FORM OF FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT Exhibit 10.6 EXECUTION COPY FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT THIS FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this “First Amendment”) is made and entered into as of June 10, 2015 by and among: (i) Chart Acquisition Corp., a Delaware corporation (the “Company”), (ii) Tempus Applie
June 11, 2015	EX-10.7	PROMISSORY NOTE EX-10.7 13 f8k061015ex10viichartacqui.htm THIS PROMISSORY NOTE ( NOTE ) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT ). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE Exhibit 10.7 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS A
June 11, 2015	EX-4.4	FORM OF SERIES B-2 WARRANT EX-4.4 6 f8k061015ex4ivchartacqui.htm FORM OF SERIES B2 WARRANT OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. Exhibit 4.4 FINAL FORM FORM OF SERIES B-2 WARRANT THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 1(a) OF THIS WARRANT. Tempus Applied Solutions Holdings, Inc. Series B-2 Warrant To Purch
June 11, 2015	EX-10.6	FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT Exhibit 10.6 EXECUTION COPY FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT THIS FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this ?First Amendment?) is made and entered into as of June 10, 2015 by and among: (i) Chart Acquisition Corp., a Delaware corporation (the ?Company?), (ii) Tempus Applied Solutions Holdings, Inc., a Delaware corporation (?Pubco?); (iii) Chart Acquisition Group LLC, a
June 11, 2015	EX-10.3	PURCHASE AND EXCHANGE AGREEMENT EX-10.3 9 f8k061015ex10iiichartacqui.htm FORM OF PURCHASE AND EXCHANGE AGREEMENT Exhibit 10.3 EXECUTION COPY PURCHASE AND EXCHANGE AGREEMENT This Purchase and Exchange Agreement (the “Agreement”) is entered into as of the 10th day of June, 2015, by and among Chart Acquisition Corp., a Delaware corporation (“Chart”), Tempus Applied Solutions, LLC, a Delaware limited liability company (“Tempus”), Te
June 11, 2015	EX-10.5	REGISTRATION RIGHTS AGREEMENT EX-10.5 11 f8k061015ex10vchartacqui.htm FORM OF REGISTRATION RIGHTS AGREEMENT Exhibit 10.5 FINAL FORM EXHIBIT D REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of July [●], 2015, by and among Tempus Applied Solutions Holdings, Inc., a Delaware corporation (the “Company”), each Person listed on Schedule I attached hereto (the “Initial Investors” and, t
June 11, 2015	EX-10.5	REGISTRATION RIGHTS AGREEMENT EX-10.5 11 f8k061015ex10vchartacqui.htm FORM OF REGISTRATION RIGHTS AGREEMENT Exhibit 10.5 FINAL FORM EXHIBIT D REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of July [●], 2015, by and among Tempus Applied Solutions Holdings, Inc., a Delaware corporation (the “Company”), each Person listed on Schedule I attached hereto (the “Initial Investors” and, t
June 11, 2015	EX-10.7	PROMISSORY NOTE EX-10.7 13 f8k061015ex10viichartacqui.htm THIS PROMISSORY NOTE ( NOTE ) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT ). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE Exhibit 10.7 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS A
June 11, 2015	EX-4.4	FORM OF SERIES B-2 WARRANT EX-4.4 6 f8k061015ex4ivchartacqui.htm FORM OF SERIES B2 WARRANT OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. Exhibit 4.4 FINAL FORM FORM OF SERIES B-2 WARRANT THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 1(a) OF THIS WARRANT. Tempus Applied Solutions Holdings, Inc. Series B-2 Warrant To Purch
June 11, 2015	EX-10.4	PURCHASE AND EXCHANGE AGREEMENT EX-10.4 10 f8k061015ex10ivchartacqui.htm FORM OF PURCHASE AND EXCHANGE AGREEMENT Exhibit 10.4 EXECUTION COPY PURCHASE AND EXCHANGE AGREEMENT This Purchase and Exchange Agreement (the “Agreement”) is entered into as of the 10th day of June, 2015, by and among Chart Acquisition Corp., a Delaware corporation (“Chart”), Tempus Applied Solutions Holdings, Inc., a Delaware corporation (“PubCo”), and Cha
June 11, 2015	EX-10.2	PURCHASE AND EXCHANGE AGREEMENT EX-10.2 8 f8k061015ex10iichartacqui.htm FORM OF PURCHASE AND EXCHANGE AGREEMENT Exhibit 10.2 EXECUTION COPY PURCHASE AND EXCHANGE AGREEMENT This Purchase and Exchange Agreement (the “Agreement”) is entered into as of the 10th day of June, 2015, by and among Chart Acquisition Corp., a Delaware corporation (“Chart”), Tempus Applied Solutions, LLC, a Delaware limited liability company (“Tempus”), TAS
June 11, 2015	EX-4.3	FORM OF SERIES B-1 WARRANT EX-4.3 5 f8k061015ex4iiichartacqui.htm FORM OF SERIES B1 WARRANT OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. Exhibit 4.3 FINAL FORM FORM OF SERIES B-1 WARRANT THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 1(a) OF THIS WARRANT. Tempus Applied Solutions Holdings, Inc. Series B-1 Warrant To Purc
June 11, 2015	EX-4.1	FORM OF SERIES A-1 WARRANT EX-4.1 3 f8k061015ex4ichartacqui.htm FORM OF SERIES A1 WARRANT OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. Exhibit 4.1 FINAL FORM FORM OF SERIES A-1 WARRANT THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 1(a) OF THIS WARRANT. Tempus Applied Solutions Holdings, Inc. Series A-1 Warrant To Purcha
June 11, 2015	EX-4.1	FORM OF SERIES A-1 WARRANT Exhibit 4.1 FINAL FORM FORM OF SERIES A-1 WARRANT THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 1(a) OF THIS WARRANT. Tempus Applied Solutions Holdings, Inc. Series A-1 Warrant To Purchase Common Stock Warrant No.: Date of Issuance: July , 2015 (?Issuance Date?)1 Tempus Applied Solutions Hol
June 11, 2015	EX-4.3	FORM OF SERIES B-1 WARRANT EX-4.3 5 f8k061015ex4iiichartacqui.htm FORM OF SERIES B1 WARRANT OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. Exhibit 4.3 FINAL FORM FORM OF SERIES B-1 WARRANT THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 1(a) OF THIS WARRANT. Tempus Applied Solutions Holdings, Inc. Series B-1 Warrant To Purc
June 11, 2015	EX-4.2	FORM OF SERIES A-2 WARRANT EX-4.2 4 f8k061015ex4iichartacqui.htm FORM OF SERIES A2 WARRANT OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. Exhibit 4.2 FINAL FORM FORM OF SERIES A-2 WARRANT THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 1(a) OF THIS WARRANT. Tempus Applied Solutions Holdings, Inc. Series A-2 Warrant To Purch
June 11, 2015	EX-3.1	CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF THE SERIES A CONVERTIBLE PREFERRED STOCK OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. EX-3.1 2 f8k061015ex3ichartacqui.htm FORM OF CERTIFICATE OF DESIGNATIONS FOR SERIES A CONVERTIBLE PREFERRED STOCK OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. Exhibit 3.1 FINAL FORM CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF THE SERIES A CONVERTIBLE PREFERRED STOCK OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. I, Christopher D. Brady, hereby certify that I am the President of Tempus Applied
June 11, 2015	EX-10.1	SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER EX-10.1 7 f8k061015ex10ichartacqui.htm SECOND AMENDMENT TO THE AGREEMENT Exhibit 10.1 EXECUTION COPY SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER THIS SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Second Amendment”) is made and entered into as of June 10, 2015 by and among: (i) Tempus Applied Solutions, LLC, a Delaware limited liability company (the “Company”); (ii) each of the Perso
June 10, 2015	SC 13G/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment SC 13G/A 1 cacga561015.htm AQR CAPITAL MANAGEMENT LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Chart Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 161151105 (CUSIP Number) May 29, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate
June 2, 2015	EX-10.1	PROMISSORY NOTE EXHIBIT 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY
June 2, 2015	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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, 2015 (May 27, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation
May 26, 2015	DEF 14A	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 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
May 22, 2015	SC 14D9	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company) CHART ACQUISITION CORP. (Na SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company) CHART ACQUISITION CORP. (Name of Person Filing Statement) Warrants to Purchase Shares of Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 161151 113 (CUS
May 14, 2015	EX-99.(D)(16)	THIRD AMENDED AND RESTATED ESCROW AGREEMENT Exhibit (d)(16) THIRD AMENDED AND RESTATED ESCROW AGREEMENT THIRD AMENDED AND RESTATED ESCROW AGREEMENT, dated as of June [], 2015 (?Agreement?), by and among Chart Acquisition Group, LLC (the ?Representative?), Joseph Wright (?Wright?), and Cowen Investments LLC (?Cowen Investments,? together with Wright and the Representative, the ?Warrant Purchasers?), Continental Stock Transfer & Trust Company, a New York corporation (?Escrow Agent?) and Deutsche Bank Securities, Inc.
May 14, 2015	EX-99.(D)(7)	THIRD AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT EX-99.(D)(7) 9 ex-99d7.htm Exhibit (d)(7) THIRD AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT This third amended and restated investment management trust agreement (“Agreement”) is made as of June [], 2015, by and between Chart Acquisition Corp. (the “Company”), a Delaware corporation and Continental Stock Transfer & Trust Company (the “Trustee”) located at 17 Battery Place, New York,
May 14, 2015	EX-99.(A)(1)(B)	LETTER OF TRANSMITTAL CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 6,844,800 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EX-99.(A)(1)(B) 3 ex99a1b.htm EXHIBIT (a)(1)(B) LETTER OF TRANSMITTAL CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 6,844,800 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON JUNE 11, 2015 OR SUCH LATER TIM
May 14, 2015	PRE 14A	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 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
May 14, 2015	EX-99.(A)(1)	CHART ACQUISITION GROUP LLC, JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC OFFER TO PURCHASE FOR CASH UP TO 6,844,800 WARRANTS TO PURCHASE COMMON STOCK CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant EXHIBIT (a)(1)(A) CHART ACQUISITION GROUP LLC, JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC OFFER TO PURCHASE FOR CASH UP TO 6,844,800 WARRANTS TO PURCHASE COMMON STOCK of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THIS OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON JUNE 11, 2015 OR SUCH LATER TIME AND DATE TO WHICH THE O
May 14, 2015	SC TO-T	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acq SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Investments LLC (Offeror) The Chart Group, L.P. (Other) RCG LV Pearl LLC (Other) (Names
May 14, 2015	EX-99.(A)(1)(E)	GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 EXHIBIT (a)(1)(E) GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 Guidelines for Determining the Proper Identification Number for the Payee (You) to Give the Payor ? Social security numbers have nine digits separated by two hyphens (i.
May 14, 2015	EX-99.(A)(1)(C)	Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 6,844,800 Warrants of CHART ACQUISITION CORP. at a Purchase Price EX-99.(A)(1)(C) 4 ex99a1c.htm EXHIBIT (a)(1)(C) Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 6,844,800 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIM
May 14, 2015	EX-99.(D)(5)	June __, 2015 EX-99.(D)(5) 8 ex-99d5.htm Exhibit (d)(5) June , 2015 Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, New York 10017 Deutsche Bank Securities Inc. 60 Wall Street, 4th Floor New York, New York 10005 Cowen and Company, LLC 599 Lexington Avenue New York, New York10022 Re: Initial Public Offering Ladies and Gentlemen: This third amended and restated letter agreement (“Letter Agreement”) a
May 14, 2015	SC 13G	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / Blue Mountain Credit Alternatives Master Fund L.P. - SC 13G Passive Investment SC 13G 1 d926799dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CHART ACQUISITION CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 161151204 (CUSIP Number) Paul Friedman BlueMountain Capital Management, LLC 280 Park Avenue, 12th Floor New
May 14, 2015	SC TO-T/A	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Investments LLC (Offeror) The Chart Group, L.P. (Other) RCG LV Pearl
May 14, 2015	EX-99.(A)(1)(D)	Letter to Clients CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 6,844,800 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPI EXHIBIT (a)(1)(D) Letter to Clients CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 6,844,800 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON JUNE 11, 2015 OR SUCH LATER TIME AND DATE TO WHICH THE OFFER IS E
May 14, 2015	EX-99.(D)(3)	THIRD AMENDED AND RESTATED WARRANT AGREEMENT EX-99.(D)(3) 7 ex-99d3.htm Exhibit (d)(3) THIRD AMENDED AND RESTATED WARRANT AGREEMENT THIS THIRD AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of June , 2015, is by and between Chart Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”). WHEREAS, the Company ha
May 14, 2015	SC 13G/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / BlueMountain Capital Management, LLC - SCHEDULE 13G/A Passive Investment Schedule 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* CHART ACQUISITION CORP. (Name of Issuer) COMMON STOCK, $0.0001 par value (Title of Class of Securities) 161151204 (CUSIP Number) Paul Friedman BlueMountain Capital Management, LLC 280 Park Avenue, 12th Floor New York, New York 10017 Teleph
May 11, 2015	10-Q	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF 10-Q - Quarterly Report - QUARTERLY REPORT 10-Q 1 f10q0315chartacquisition.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Comm
April 30, 2015	SC 14D9	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company) CHART ACQUISITION CORP. (Na SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company) CHART ACQUISITION CORP. (Name of Person Filing Statement) Warrants to Purchase Shares of Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 161151 113 (CUS
April 29, 2015	8-K	Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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 29, 2015 (April 27, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorpora
April 21, 2015	EX-99.(A)(1)(E)	GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 EX-99.(A)(1)(E) 6 sctot0415exa1echartacqu.htm GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER EXHIBIT (a)(1)(E) GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 Guidelines for Determining the Proper Identification Number for the Payee (You) to Give the Payor — Social security numbers have nine digits separated by two hyphens (i.e., 000-00-0000).
April 21, 2015	EX-99.(A)(1)(D)	Letter to Clients CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 3,422,400 Warrants CHART ACQUISITION CORP. at a Purchase Price of $0.60 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE EXHIBIT (a)(1)(D) Letter to Clients CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 3,422,400 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.60 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON MAY 18, 2015 OR SUCH LATER TIME AND DATE TO WHICH THE OFFER IS EX
April 21, 2015	SC TO-T	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acq SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Investments LLC (Offeror) The Chart Group, L.P. (Other) RCG LV Pearl LLC (Other) (Names
April 21, 2015	EX-99.(A)(1)(A)	CHART ACQUISITION GROUP LLC, JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC OFFER TO PURCHASE FOR CASH UP TO 3,422,400 WARRANTS TO PURCHASE COMMON STOCK CHART ACQUISITION CORP. at a Purchase Price of $0.60 Per Warrant EXHIBIT (a)(1)(A) CHART ACQUISITION GROUP LLC, JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC OFFER TO PURCHASE FOR CASH UP TO 3,422,400 WARRANTS TO PURCHASE COMMON STOCK of CHART ACQUISITION CORP. at a Purchase Price of $0.60 Per Warrant THIS OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON MAY 18, 2015 OR SUCH LATER TIME AND DATE TO WHICH THE OF
April 21, 2015	EX-99.(A)(1)(C)	Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 3,422,400 Warrants CHART ACQUISITION CORP. at a Purchase Price of EX-99.(A)(1)(C) 4 sctot0415exa1cchartacqu.htm LETTER TO BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES. EXHIBIT (a)(1)(C) Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 3,422,400 Warrants of CHART ACQUISITION CORP. at a Purchase Price of
April 21, 2015	EX-99.(A)(1)(B)	LETTER OF TRANSMITTAL CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 3,422,400 Warrants CHART ACQUISITION CORP. at a Purchase Price of $0.60 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXP EX-99.(A)(1)(B) 3 sctot0415exa1bchartacqu.htm LETTER OF TRANSMITTAL TO TENDER WARRANTS EXHIBIT (a)(1)(B) LETTER OF TRANSMITTAL CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 3,422,400 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.60 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME,
April 14, 2015	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 ¨ TRANSITION REPO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 ¨ 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: 001-35762 CHART AC
March 26, 2015	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): March 26, 2015 CHART ACQUISITION 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 26, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission
March 26, 2015	EX-99.1	EX-99.1 Exhibit 99.1
March 26, 2015	425	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 26, 2015 CHART ACQUISITION 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 26, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission
March 26, 2015	EX-99.1	EX-99.1 Exhibit 99.1
March 23, 2015	EX-99.1	EX-99.1 Exhibit 99.1
March 23, 2015	425	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 23, 2015 CHART ACQUISITION 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 23, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission
March 23, 2015	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): March 23, 2015 CHART ACQUISITION 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 23, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission
March 23, 2015	EX-99.1	EX-99.1 Exhibit 99.1
March 20, 2015	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): March 20, 2015 CHART ACQUISITION 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 20, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission
March 20, 2015	425	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 20, 2015 CHART ACQUISITION 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 20, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission
March 20, 2015	EX-10.1	FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER EX-10.1 2 f8k032015ex10ichartacq.htm FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER Exhibit 10.1 FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of March 20, 2015 by and among: (i) Tempus Applied Solutions, LLC, a Delaware limited liability company (the “Company”); (ii) each of the Persons set fort
March 20, 2015	EX-99.1	EX-99.1 Exhibit 99.1
March 20, 2015	EX-10.1	FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER Exhibit 10.1 FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this ?Amendment?) is made and entered into as of March 20, 2015 by and among: (i) Tempus Applied Solutions, LLC, a Delaware limited liability company (the ?Company?); (ii) each of the Persons set forth on Annex A to the Merger Agreement (as defined below) (the ?Members?, and, together
March 20, 2015	EX-99.1	EX-99.1 Exhibit 99.1
March 13, 2015	EX-10.1	SECOND AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.1 SECOND AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT This second amended and restated investment management trust agreement (?Agreement?) is made as of March 11, 2015, by and between Chart Acquisition Corp. (the ?Company?), a Delaware corporation and Continental Stock Transfer & Trust Company (the ?Trustee?) located at 17 Battery Place, New York, New York 10004. Capitaliz
March 13, 2015	EX-3.1	AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHART ACQUISITION CORP. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHART ACQUISITION CORP. Chart Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?Chart Acquisition Corp.? The Corporation was originally incorporated under the name ?Chart Acquisition Corp.? and the ori
March 13, 2015	EX-3.1	AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHART ACQUISITION CORP. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHART ACQUISITION CORP. Chart Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?Chart Acquisition Corp.? The Corporation was originally incorporated under the name ?Chart Acquisition Corp.? and the ori
March 13, 2015	EX-10.3	Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, NY 10017 Exhibit 10.3 Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, NY 10017 [●] March 12, 2015 Re: Extension of Promissory Notes Ladies and Gentlemen: Reference is made to those certain promissory notes (collectively the “Notes”) dated as of February 10, 2014, September 9, 2014 and February 4, 2015, by and among Chart Acquisition Corp. (the “Maker”) and [●] (the “Payee”). The Maker and the
March 13, 2015	EX-10.5	SECOND AMENDED AND RESTATED ESCROW AGREEMENT Exhibit 10.5 SECOND AMENDED AND RESTATED ESCROW AGREEMENT SECOND AMENDED AND RESTATED ESCROW AGREEMENT, dated as of March 11, 2015 (?Agreement?), by and among Chart Acquisition Group, LLC (the ?Representative?), Joseph Wright (?Wright?), and Cowen Investments LLLC (?Cowen Investments,? together with Wright and the Representative, the ?Warrant Purchasers?), Continental Stock Transfer & Trust Compan
March 13, 2015	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): March 13, 2015 (March 11, 2015) C 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 13, 2015 (March 11, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorpora
March 13, 2015	EX-10.4	March 11, 2015 Exhibit 10.4 March 11, 2015 Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, New York 10017 Deutsche Bank Securities Inc. 60 Wall Street, 4th Floor New York, New York 10005 Cowen and Company, LLC 599 Lexington Avenue New York, New York10022 Re: Initial Public Offering Ladies and Gentlemen: This second amended and restated letter agreement (?Letter Agreement?) amends and restates that c
March 13, 2015	425	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 13, 2015 (March 11, 2015) C 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 13, 2015 (March 11, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorpora
March 13, 2015	EX-10.2	SECOND AMENDED AND RESTATED WARRANT AGREEMENT Exhibit 10.2 SECOND AMENDED AND RESTATED WARRANT AGREEMENT THIS SECOND AMENDED AND RESTATED WARRANT AGREEMENT (this ?Agreement?), dated as of March 11, 2015, is by and between Chart Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?). WHEREAS, the Company has entered into that cert
March 13, 2015	EX-10.5	SECOND AMENDED AND RESTATED ESCROW AGREEMENT Exhibit 10.5 SECOND AMENDED AND RESTATED ESCROW AGREEMENT SECOND AMENDED AND RESTATED ESCROW AGREEMENT, dated as of March 11, 2015 (?Agreement?), by and among Chart Acquisition Group, LLC (the ?Representative?), Joseph Wright (?Wright?), and Cowen Investments LLLC (?Cowen Investments,? together with Wright and the Representative, the ?Warrant Purchasers?), Continental Stock Transfer & Trust Compan
March 13, 2015	EX-10.4	March 11, 2015 Exhibit 10.4 March 11, 2015 Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, New York 10017 Deutsche Bank Securities Inc. 60 Wall Street, 4th Floor New York, New York 10005 Cowen and Company, LLC 599 Lexington Avenue New York, New York10022 Re: Initial Public Offering Ladies and Gentlemen: This second amended and restated letter agreement (?Letter Agreement?) amends and restates that c
March 13, 2015	EX-10.1	SECOND AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.1 SECOND AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT This second amended and restated investment management trust agreement (?Agreement?) is made as of March 11, 2015, by and between Chart Acquisition Corp. (the ?Company?), a Delaware corporation and Continental Stock Transfer & Trust Company (the ?Trustee?) located at 17 Battery Place, New York, New York 10004. Capitaliz
March 13, 2015	EX-10.2	SECOND AMENDED AND RESTATED WARRANT AGREEMENT Exhibit 10.2 SECOND AMENDED AND RESTATED WARRANT AGREEMENT THIS SECOND AMENDED AND RESTATED WARRANT AGREEMENT (this ?Agreement?), dated as of March 11, 2015, is by and between Chart Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?). WHEREAS, the Company has entered into that cert
March 13, 2015	EX-10.3	Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, NY 10017 Exhibit 10.3 Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, NY 10017 [●] March 12, 2015 Re: Extension of Promissory Notes Ladies and Gentlemen: Reference is made to those certain promissory notes (collectively the “Notes”) dated as of February 10, 2014, September 9, 2014 and February 4, 2015, by and among Chart Acquisition Corp. (the “Maker”) and [●] (the “Payee”). The Maker and the
March 12, 2015	SC TO-T/A	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Investments LLC (Offeror) The Chart Group, L.P. (Other) RCG LV Pearl
March 10, 2015	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTI UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 ¨ 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: 001-35762 CHART ACQUISITION CORP. (Exa
March 6, 2015	SC TO-T/A	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Investments LLC (Offeror) The Chart Group, L.P. (Other) RCG LV Pearl
March 5, 2015	425	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 5, 2015 (March 2, 2015) CHA 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 5, 2015 (March 2, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporati
March 5, 2015	EX-99.1	Chart Acquisition Corp. Securities Trading Shifts to OTCQB; Company Intends to Appeal NASDAQ Delisting Determination Exhibit 99.1 Chart Acquisition Corp. Securities Trading Shifts to OTCQB; Company Intends to Appeal NASDAQ Delisting Determination NEW YORK, March 5, 2015 /PRNewswire/ - Chart Acquisition Corp. (NASDAQ: CACG; CACGW; CACGU) (the “Company” or “Chart”) today announced that on March 2, 2015, the Company received notice from The NASDAQ Stock Market LLC (“NASDAQ”) indicating that the Listing Qualificatio
March 5, 2015	EX-99.1	Chart Acquisition Corp. Securities Trading Shifts to OTCQB; Company Intends to Appeal NASDAQ Delisting Determination Exhibit 99.1 Chart Acquisition Corp. Securities Trading Shifts to OTCQB; Company Intends to Appeal NASDAQ Delisting Determination NEW YORK, March 5, 2015 /PRNewswire/ - Chart Acquisition Corp. (NASDAQ: CACG; CACGW; CACGU) (the ?Company? or ?Chart?) today announced that on March 2, 2015, the Company received notice from The NASDAQ Stock Market LLC (?NASDAQ?) indicating that the Listing Qualificatio
March 5, 2015	8-K	Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, 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): March 5, 2015 (March 2, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporati
February 17, 2015	DEF 14A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF DEF 14A - - 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 x 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)) x Definitive Proxy State
February 17, 2015	SC 13G/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Chart Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 161151105 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this
February 13, 2015	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Other Events 8-K 1 f8k021315chartacquisition.htm 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): February 13, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (Sta
February 13, 2015	SC 13G/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / Polar Asset Management Partners Inc. - SCHEDULE 13G/A Passive Investment Polar Securities Inc.: Schedule 13G - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Chart Acquisition Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 161151105 (CUSIP Number) December 31, 2014 (Date of Event which Requires F
February 13, 2015	EX-99.1	EX-99.1 Exhibit 99.1
February 13, 2015	425	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF 425 - 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): February 13, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commiss
February 13, 2015	EX-99.1	EX-99.1 Exhibit 99.1
February 11, 2015	SC TO-T	Chart Acquisition Group Llc SC TO-T - - SCHEDULE TENDER OFFER SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Investments LLC (Offeror) The Chart Group, L.P. (Other) RCG LV Pearl LLC (Other) (Names
February 11, 2015	EX-99.(A)(1)(B)	LETTER OF TRANSMITTAL CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 7,492,300 Warrants CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXP EXHIBIT (a)(1)(B) LETTER OF TRANSMITTAL CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 7,492,300 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON MARCH 11, 2015 OR SUCH LATER TIME AND DATE TO WHICH THE OFFER
February 11, 2015	EX-99.(A)(1)(E)	GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 EXHIBIT (a)(1)(E) GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 Guidelines for Determining the Proper Identification Number for the Payee (You) to Give the Payor — Social security numbers have nine digits separated by two hyphens (i.
February 11, 2015	SC 14D9	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF SC 14D9 - - SCHEDULE 14D9 SC 14D9 1 sc14d90215chartacqcorp.htm SCHEDULE 14D9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company) CHART ACQUISITION CORP. (Name of Person Filing Statement) Warrants to Purchase Shares of Common Stock, Par Value $0.0001 Per S
February 11, 2015	EX-99.(D)(16)	SECOND AMENDED AND RESTATED ESCROW AGREEMENT Exhibit (d)(16) SECOND AMENDED AND RESTATED ESCROW AGREEMENT SECOND AMENDED AND RESTATED ESCROW AGREEMENT, dated as of March [], 2015 (“Agreement”), by and among Chart Acquisition Group, LLC (the “Representative”), Joseph Wright (“Wright”), and Cowen Investments LLLC (“Cowen Investments,” together with Wright and the Representative, the “Warrant Purchasers”), Continental Stock Transfer & Trust Company, a New York corporation (“Escrow Agent”) and Deutsche Bank Securities, Inc.
February 11, 2015	EX-99.(D)(7)	SECOND AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit (d)(7) SECOND AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT This second amended and restated investment management trust agreement (“Agreement”) is made as of March [], 2015, by and between Chart Acquisition Corp.
February 11, 2015	EX-99.(A)(1)(D)	Letter to Clients CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 7,492,300 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPI EXHIBIT (a)(1)(D) Letter to Clients CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 7,492,300 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON MARCH 11, 2015 OR SUCH LATER TIME AND DATE TO WHICH THE OFFER IS
February 11, 2015	EX-99.(D)(3)	SECOND AMENDED AND RESTATED WARRANT AGREEMENT Exhibit (d)(3) SECOND AMENDED AND RESTATED WARRANT AGREEMENT THIS SECOND AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of March , 2015, is by and between Chart Acquisition Corp.
February 11, 2015	EX-99.(D)(5)	March __, 2015 Exhibit (d)(5) March , 2015 Chart Acquisition Corp. 555 5th Avenue, 19th Floor New York, New York 10017 Deutsche Bank Securities Inc. 60 Wall Street, 4th Floor New York, New York 10005 Cowen and Company, LLC 599 Lexington Avenue New York, New York10022 Re: Initial Public Offering Ladies and Gentlemen: This second amended and restated letter agreement (“Letter Agreement”) amends and restates that c
February 11, 2015	EX-99.(A)(1)(C)	Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC Offer to Purchase for Cash Up to 7,492,300 Warrants of CHART ACQUISITION CORP. at a Purchase Price EXHIBIT (a)(1)(C) Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees CHART ACQUISITION GROUP LLC JOSEPH R.
February 11, 2015	EX-99.(A)(1)(A)	CHART ACQUISITION GROUP LLC, JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC OFFER TO PURCHASE FOR CASH UP TO 7,492,300 WARRANTS TO PURCHASE COMMON STOCK CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant EXHIBIT (a)(1)(A) CHART ACQUISITION GROUP LLC, JOSEPH R. WRIGHT AND COWEN INVESTMENTS LLC OFFER TO PURCHASE FOR CASH UP TO 7,492,300 WARRANTS TO PURCHASE COMMON STOCK of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THIS OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON MARCH 11, 2015 OR SUCH LATER TIME AND DATE TO WHICH THE
February 6, 2015	PRE 14A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF PRE 14A - - PRELIMINARY 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 x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State
February 5, 2015	SC 13G/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / BlueMountain Capital Management, 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. 2)* CHART ACQUISITION CORP. (Name of Issuer) COMMON STOCK, $0.0001 par value (Title of Class of Securities) 161151204 (CUSIP Number) Paul Friedman BlueMountain Capital Management, LLC 280 Park Avenue, 12th Floor New York, New York 10017 Telephone: 2
February 5, 2015	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant 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 5, 2015 (February 4, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incor
February 5, 2015	EX-10.1	PROMISSORY NOTE EXHIBIT 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY
January 9, 2015	EX-99.4	CONSENT OF DIRECTOR NOMINEE EX-99.4 12 fs42014ex99ivtempusapplied.htm DIRECTOR CONSENT - JOHN G. GULBIN III Exhibit 99.4 CONSENT OF DIRECTOR NOMINEE Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to the use of his or her name as a Director Nominee in the registration statement on Form S-4, and any amendments thereto, to be filed by Tempus Applied Solutions Holdi
January 9, 2015	EX-10.2	REGISTRATION RIGHTS AGREEMENT Exhibit 10.2 FINAL FORM REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [●], 2015, by and among Tempus Applied Solutions Holdings, Inc., a Delaware corporation (the “Company”), each Person listed on Schedule I attached hereto (the “Initial Investors” and, together with any Additional Investors, the “Investors”). WHEREAS, the Company is a party to t
January 9, 2015	EX-99.6	CONSENT OF DIRECTOR NOMINEE EX-99.6 14 fs42014ex99vitempusapplied.htm DIRECTOR CONSENT - KENNETH KRIEG Exhibit 99.6 CONSENT OF DIRECTOR NOMINEE Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to the use of his or her name as a Director Nominee in the registration statement on Form S-4, and any amendments thereto, to be filed by Tempus Applied Solutions Holdings,
January 9, 2015	EX-99.2	CONSENT OF DIRECTOR NOMINEE Exhibit 99.2 CONSENT OF DIRECTOR NOMINEE Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to the use of his or her name as a Director Nominee in the registration statement on Form S-4, and any amendments thereto, to be filed by Tempus Applied Solutions Holdings, Inc. By: /s/ Joseph R. Wright Name: Joseph R. Wright Dated: January 5, 2015
January 9, 2015	S-4	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF S-4 - - REGISTRATION STATEMENT S-4 1 fs42014tempusapplied.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on January 9, 2015 File No: 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 6770 47-2599251 (St
January 9, 2015	EX-99.5	CONSENT OF DIRECTOR NOMINEE EX-99.5 13 fs42014ex99vtempusapplied.htm DIRECTOR CONSENT - PETER COHEN Exhibit 99.5 CONSENT OF DIRECTOR NOMINEE Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to the use of his or her name as a Director Nominee in the registration statement on Form S-4, and any amendments thereto, to be filed by Tempus Applied Solutions Holdings, Inc
January 9, 2015	EX-10.3	NON-COMPETITION AND NON-SOLICITATION AGREEMENT Exhibit 10.3 FINAL FORM NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of [], 2015 by each of John G. Gulbin, III, an individual residing in the State of South Carolina (“Gulbin”), and Tempus Intermediate Holdings, LLC, a Delaware limited liability company (“Tempus Jets”, and together with Gul
January 9, 2015	EX-10.7	Promissory Note, issued to R. Lee Priest, Jr. dated as of December 15, 2014 (incorporated by reference to Exhibit 10.5 to the registrant’s Registration Statement on Form S-4 (File No. 333-201424)) EX-10.7 6 fs42014ex10viiitempusappli.htm PRIEST NOTE Exhibit 10.7 NOTE $489,899.00 December 15, 2014 FOR VALUE RECEIVED, the undersigned (the “Borrower”), promises to pay to the order of ROBERT LEE PRIEST JR., a Virginia resident whose primary resident is at 4285 Beamers Ridge, Williamsburg, Virginia 23188 (the “Lender”), at such place as Lender may direct from time to time in writing, the princip
January 9, 2015	EX-99.7	CONSENT OF DIRECTOR NOMINEE EX-99.7 15 fs42014ex99viitempusapplied.htm DIRECTOR CONSENT - NIALL OLVER Exhibit 99.7 CONSENT OF DIRECTOR NOMINEE Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to the use of his or her name as a Director Nominee in the registration statement on Form S-4, and any amendments thereto, to be filed by Tempus Applied Solutions Holdings, I
January 9, 2015	EX-21.1	TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. SUBSIDIARIES EX-21.1 7 fs42014ex21itempusapplied.htm LIST OF SUBSIDIARIES Exhibit 21.1 TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. SUBSIDIARIES The following are direct wholly-owned subsidiaries of Tempus Applied Solutions Holdings, Inc. Subsidiary Jurisdiction of Incorporation/Formation Chart Merger Sub Inc. Delaware TAS Merger Sub LLC Delaware
January 9, 2015	EX-3.2	BYLAWS OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. a Delaware corporation (the “Corporation”) Adopted as of December 22, 2014 ARTICLE I OFFICES; BOOKS AND RECORDS EX-3.2 3 fs42014ex3iitempusapplied.htm BYLAWS Exhibit 3.2 BYLAWS OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. a Delaware corporation (the “Corporation”) Adopted as of December 22, 2014 ARTICLE I OFFICES; BOOKS AND RECORDS Section 1.01. Registered Office. The registered office of the Corporation in the State of Delaware is is 615 South DuPont Highway, City of Dover, County of Kent, Delaware 19901. Th
January 9, 2015	EX-3.1	CERTIFICATE OF INCORPORATION TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. EX-3.1 2 fs42014ex3itempusapplied.htm TEMPUS APPLIED SOLUTIONS, LLC Exhibit 3.1 CERTIFICATE OF INCORPORATION OF TEMPUS APPLIED SOLUTIONS HOLDINGS, INC. The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file and record this Certificate of Incorporation, and does hereby certify as follows: FIRST: The name of the corporation is Tempus Appli
January 9, 2015	EX-99.3	CONSENT OF DIRECTOR NOMINEE EX-99.3 11 fs42014ex99iiitempusapplied.htm DIRECTOR CONSENT - SCOTT TERRY Exhibit 99.3 CONSENT OF DIRECTOR NOMINEE Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to the use of his or her name as a Director Nominee in the registration statement on Form S-4, and any amendments thereto, to be filed by Tempus Applied Solutions Holdings, I
January 7, 2015	EX-10.3	NON-COMPETITION AND NON-SOLICITATION AGREEMENT EX-10.3 5 f8k010515ex10iiichartacq.htm NON-COMPETITION AND NON-SOLICITATION AGREEMENT Exhibit 10.3 FINAL FORM NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of [], 2015 by each of John G. Gulbin, III, an individual residing in the State of South Carolina (“Gulbin”), and Tempus Intermediate Hol
January 7, 2015	EX-99.1	Joint Filing Agreement EX-1 EXHIBIT 1 Joint Filing Agreement In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing of a statement on Schedule 13D (including amendments thereto) with respect to the shares of common stock, $0.
January 7, 2015	EX-10.2	REGISTRATION RIGHTS AGREEMENT EX-10.2 4 f8k010515ex10iichartacq.htm FORM OF REGISTRATION RIGHTS AGREEMENT Exhibit 10.2 FINAL FORM REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [●], 2015, by and among Tempus Applied Solutions Holdings, Inc., a Delaware corporation (the “Company”), each Person listed on Schedule I attached hereto (the “Initial Investors” and, together with any
January 7, 2015	EX-10.4	TERMINATION AGREEMENT Exhibit 10.4 EXECUTION COPY TERMINATION AGREEMENT This TERMINATION AGREEMENT is made and entered into as of January 5, 2015 (this “Agreement”), by and among (i) Chart Acquisition Corp. (“Chart”), (ii) The Tempus Group Holdings, LLC, (“Buyer”), (iii) Tempus Intermediate Holdings, LLC (“TIH”), (iv) each of the members of TIH signatory hereto (the “Members”), (v) Benjamin Scott Terry and John G. Gulb
January 7, 2015	8-K	Entry into a Material Definitive Agreement, Termination of 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 7, 2015 (January 5, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorpo
January 7, 2015	SC 13D/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / Tempus Intermediate Holdings, Llc - SC 13D/A Activist Investment 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)* CHART ACQUISITION CORP. (Name of Issuer) Common Stock (par value $0.0001 per share) (Title of Class of Securities) 16115113 (CUSIP Number) Gary Ivey Alston & Bird LLP Bank of America Plaza 101 South Tryon Street, Suite 4000 Charlotte, NC 28280-4
January 7, 2015	EX-10.1	SUPPORTING STOCKHOLDER AGREEMENT EX-10.1 3 f8k010515ex10ichartacq.htm SUPPORTING STOCKHOLDER AGREEMENT Exhibit 10.1 EXECUTION COPY SUPPORTING STOCKHOLDER AGREEMENT This SUPPORTING STOCKHOLDER AGREEMENT (this “Agreement”) is entered into as of January 5, 2015, by and among (i) Tempus Applied Solutions, LLC, a Delaware limited liability company (the “Company”), (ii) Benjamin Scott Terry and John G. Gulbin, III in their capacities a
January 7, 2015	EX-10.1	SUPPORTING STOCKHOLDER AGREEMENT Exhibit 10.1 EXECUTION COPY SUPPORTING STOCKHOLDER AGREEMENT This SUPPORTING STOCKHOLDER AGREEMENT (this “Agreement”) is entered into as of January 5, 2015, by and among (i) Tempus Applied Solutions, LLC, a Delaware limited liability company (the “Company”), (ii) Benjamin Scott Terry and John G. Gulbin, III in their capacities as the Members’ Representative on behalf of the Members (as defined bel
January 7, 2015	EX-10.4	TERMINATION AGREEMENT Exhibit 10.4 EXECUTION COPY TERMINATION AGREEMENT This TERMINATION AGREEMENT is made and entered into as of January 5, 2015 (this “Agreement”), by and among (i) Chart Acquisition Corp. (“Chart”), (ii) The Tempus Group Holdings, LLC, (“Buyer”), (iii) Tempus Intermediate Holdings, LLC (“TIH”), (iv) each of the members of TIH signatory hereto (the “Members”), (v) Benjamin Scott Terry and John G. Gulb
January 7, 2015	EX-2.1	AGREEMENT AND PLAN OF MERGER dated as of January 5, 2015 by and among TEMPUS APPLIED SOLUTIONS, LLC, THE MEMBERS, Members’ Representative, (solely for purposes of Sections 1.15, 1.16, 6.3, 6.5, 6.7, 6.11, 6.20, 6.21 and 8.7 and Articles II, IX, X, XI EX-2.1 2 f8k010515ex2ichartacq.htm AGREEMENT AND PLAN OF MERGER Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER dated as of January 5, 2015 by and among TEMPUS APPLIED SOLUTIONS, LLC, THE MEMBERS, Members’ Representative, (solely for purposes of Sections 1.15, 1.16, 6.3, 6.5, 6.7, 6.11, 6.20, 6.21 and 8.7 and Articles II, IX, X, XI and XII or as otherwise expressly set forth herein) CHART
January 7, 2015	EX-2.1	AGREEMENT AND PLAN OF MERGER dated as of January 5, 2015 by and among TEMPUS APPLIED SOLUTIONS, LLC, THE MEMBERS, Members’ Representative, (solely for purposes of Sections 1.15, 1.16, 6.3, 6.5, 6.7, 6.11, 6.20, 6.21 and 8.7 and Articles II, IX, X, XI EX-2.1 2 f8k010515ex2ichartacq.htm AGREEMENT AND PLAN OF MERGER Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER dated as of January 5, 2015 by and among TEMPUS APPLIED SOLUTIONS, LLC, THE MEMBERS, Members’ Representative, (solely for purposes of Sections 1.15, 1.16, 6.3, 6.5, 6.7, 6.11, 6.20, 6.21 and 8.7 and Articles II, IX, X, XI and XII or as otherwise expressly set forth herein) CHART
January 7, 2015	425	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF 425 - 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): January 7, 2015 (January 5, 2015) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorpo
January 7, 2015	EX-10.3	NON-COMPETITION AND NON-SOLICITATION AGREEMENT EX-10.3 5 f8k010515ex10iiichartacq.htm NON-COMPETITION AND NON-SOLICITATION AGREEMENT Exhibit 10.3 FINAL FORM NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of [], 2015 by each of John G. Gulbin, III, an individual residing in the State of South Carolina (“Gulbin”), and Tempus Intermediate Hol
January 7, 2015	EX-10.2	REGISTRATION RIGHTS AGREEMENT EX-10.2 4 f8k010515ex10iichartacq.htm FORM OF REGISTRATION RIGHTS AGREEMENT Exhibit 10.2 FINAL FORM REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [●], 2015, by and among Tempus Applied Solutions Holdings, Inc., a Delaware corporation (the “Company”), each Person listed on Schedule I attached hereto (the “Initial Investors” and, together with any
January 5, 2015	EX-99.1	CHART ACQUISITION CORP. AGREES TO BUSINESS COMBINATION WITH TEMPUS APPLIED SOLUTIONS, LLC Exhibit 99.1 CHART ACQUISITION CORP. AGREES TO BUSINESS COMBINATION WITH TEMPUS APPLIED SOLUTIONS, LLC New York, January 5, 2015 /PRNewswire/ — Chart Acquisition Corp. (NASDAQ: CACG; CACGW; CACGU) (“Chart”) today announced that it has entered into an Agreement and Plan of Merger (“Merger Agreement”) with Tempus Applied Solutions, LLC (“Tempus”), an aviation solutions company (the “Business Combina
January 5, 2015	SC TO-C	Chart Acquisition Group Llc SC TO-C - - SCHEDULE TO C 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 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) CHART ACQUISITION GROUP, LLC JOSEPH R. WRIGHT COWEN INVESTMENTS LLC (Names of Filing Persons (Offerors)) WARRANTS TO PURCHASE COMMON STOCK, $0.0001 PAR VALUE (T
January 5, 2015	EX-99.1	CHART ACQUISITION CORP. AGREES TO BUSINESS COMBINATION WITH TEMPUS APPLIED SOLUTIONS, LLC Exhibit 99.1 CHART ACQUISITION CORP. AGREES TO BUSINESS COMBINATION WITH TEMPUS APPLIED SOLUTIONS, LLC New York, January 5, 2015 /PRNewswire/ — Chart Acquisition Corp. (NASDAQ: CACG; CACGW; CACGU) (“Chart”) today announced that it has entered into an Agreement and Plan of Merger (“Merger Agreement”) with Tempus Applied Solutions, LLC (“Tempus”), an aviation solutions company (the “Business Combina
January 5, 2015	425	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF 425 - Merger Prospectus - CURRENT REPORT 425 1 f8k010515chartacquisition.htm 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 5, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State
January 5, 2015	EX-99.1	CHART ACQUISITION CORP. AGREES TO BUSINESS COMBINATION WITH TEMPUS APPLIED SOLUTIONS, LLC EX-99.1 2 f8k010515ex99ichart.htm PRESS RELEASE Exhibit 99.1 CHART ACQUISITION CORP. AGREES TO BUSINESS COMBINATION WITH TEMPUS APPLIED SOLUTIONS, LLC New York, January 5, 2015 /PRNewswire/ — Chart Acquisition Corp. (NASDAQ: CACG; CACGW; CACGU) (“Chart”) today announced that it has entered into an Agreement and Plan of Merger (“Merger Agreement”) with Tempus Applied Solutions, LLC (“Tempus”), an a
January 5, 2015	8-K	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): January 5, 2015 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commissio
December 10, 2014	SC 13G/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / AQR CAPITAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Chart Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 161151105 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this
December 10, 2014	SC 13G/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / AQR CAPITAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Chart Acquisition Corp. (Name of Issuer) Ordinary Shares (Title of Class of Securities) 161151105 (CUSIP Number) December 31, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t
December 4, 2014	8-K	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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2014 (December 3, 2014) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other jurisdiction
November 10, 2014	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 ☐ TRANSITION REPORT PURSUANT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 ? 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: 001-35762 CHART ACQUISITION C
November 5, 2014	DEF 14A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF DEF 14A - - 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 (Amendment No. ) Filed by the Registrant þ 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)) þ Defin
September 12, 2014	EX-10.3	AMENDED AND RESTATED WARRANT AGREEMENT Exhibit 10.3 AMENDED AND RESTATED WARRANT AGREEMENT THIS AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of September 12, 2014, is by and between Chart Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”). WHEREAS, the Company has entered into that certain Third
September 12, 2014	EX-10.2	PROMISSORY NOTE EXHIBIT 10.2 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY
September 12, 2014	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events 8-K 1 f8k091214chartacquisition.htm 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 12, 2014 (September 9, 2014) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-3
September 12, 2014	EX-10.5	AMENDED AND RESTATED ESCROW AGREEMENT Exhibit 10.5 AMENDED AND RESTATED ESCROW AGREEMENT AMENDED AND RESTATED ESCROW AGREEMENT, dated as of September 12, 2014 (“Agreement”), by and among Chart Acquisition Group, LLC (the “Representative”), Joseph Wright (“Wright”), and Cowen Overseas Investment LP (“Cowen Overseas,” together with Wright and the Representative, the “Warrant Purchasers”), Continental Stock Transfer & Trust Company, a Ne
September 12, 2014	EX-10.1	PROMISSORY NOTE EXHIBIT 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY
September 12, 2014	SC TO-T/A	Chart Acquisition Group Llc SC TO-T/A - - TENDER OFFER STATEMENT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Overseas Investment LP (Offeror) The Chart Group, L.P. (Other) Ramius
September 12, 2014	EX-10.4	September 9, 2014 Exhibit 10.4 September 9, 2014 Chart Acquisition Corp. 75 Rockefeller Center, 14th Floor New York, New York 10019 Deutsche Bank Securities Inc. 60 Wall Street, 4th Floor New York, New York 10005 Cowen and Company, LLC 599 Lexington Avenue New York, New York10022 Re: Initial Public Offering Ladies and Gentlemen: This amended and restated letter agreement (“Letter Agreement”) amends and restates tha
September 5, 2014	EX-3.1	AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHART ACQUISITION CORP. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHART ACQUISITION CORP. Chart Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Chart Acquisition Corp.” The Corporation was originally incorporated under the name “Chart Acquisition Corp.” and the ori
September 5, 2014	SC TO-T/A	Chart Acquisition Group Llc SC TO-T/A - - FORM SC TO-T/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Overseas Investment LP (Offeror) The Chart Group, L.P. (Other) Ramius
September 5, 2014	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, 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): September 5, 2014 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commiss
September 5, 2014	EX-10.1	AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.1 AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT This amended and restated investment management trust agreement (“Agreement”) is made as of September 5, 2014, by and between Chart Acquisition Corp. (the “Company”), a Delaware corporation and Continental Stock Transfer & Trust Company (the “Trustee”) located at 17 Battery Place, New York, New York 10004. Capitalized terms us
August 29, 2014	SC TO-T/A	Chart Acquisition Group Llc SC TO-T/A - - FORM SC TO-T/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Overseas Investment LP (Offeror) The Chart Group, L.P. (Other) Ramius
August 25, 2014	SC 14D9	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF SC 14D9 - - SCHEDULE 14D-9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company) CHART ACQUISITION CORP. (Name of Person Filing Statement) Warrants to Purchase Shares of Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 161151 113 (CUS
August 25, 2014	SC TO-T/A	Chart Acquisition Group Llc SC TO-T/A - - AMENDMENT 1 TO SCHEDULE TO Proof - k.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Overseas Investment LP (Offeror) The Chart Group, L.P.
August 14, 2014	EX-99.(A)1(A)	CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN OVERSEAS INVESTMENT LP Offer to Purchase for Cash Up to 7,500,000 Warrants to Purchase Common Stock CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THIS OFFER AND WITHDRAWAL RIGH EXHIBIT (a)(1)(A) CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN OVERSEAS INVESTMENT LP Offer to Purchase for Cash Up to 7,500,000 Warrants to Purchase Common Stock of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THIS OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON SEPTEMBER 11, 2014 OR SUCH LATER TIME AND DATE TO WHICH THE OFFER IS EXTENDE
August 14, 2014	EX-99.(D)11	AMENDED AND RESTATED ESCROW AGREEMENT EXHIBIT (d)(11) AMENDED AND RESTATED ESCROW AGREEMENT AMENDED AND RESTATED ESCROW AGREEMENT, dated as of September [●], 2014 (“Agreement”), by and among Chart Acquisition Group, LLC (the “Representative”), Joseph Wright (“Wright”), and Cowen Overseas Investment LP (“Cowen Overseas,” together with Wright and the Representative, the “Warrant Purchasers”), Continental Stock Transfer & Trust Company, a New York corporation (“Escrow Agent”) and Deutsche Bank Securities, Inc.
August 14, 2014	EX-99.(A)1(D)	Letter to Clients CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN OVERSEAS INVESTMENT LP Offer to Purchase for Cash Up to 7,500,000 Warrants CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXHIBIT (a)(1)(D) Letter to Clients CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN OVERSEAS INVESTMENT LP Offer to Purchase for Cash Up to 7,500,000 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON SEPTEMBER 11, 2014 OR SUCH LATER TIME AND DATE TO WHICH THE OFFER IS EXTENDED. To Ou
August 14, 2014	EX-99.(A)1(C)	Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN OVERSEAS INVESTMENT LP Offer to Purchase for Cash Up to 7,500,000 Warrants CHART ACQUISITION CORP. at a Purchase P EXHIBIT (a)(1)(C) Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees CHART ACQUISITION GROUP LLC JOSEPH R.
August 14, 2014	SC TO-T	Chart Acquisition Group Llc SC TO-T - - SCHEDULE TO I SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) Chart Acquisition Group LLC (Offeror) Joseph R. Wright (Offeror) Cowen Overseas Investment LP (Offeror) The Chart Group, L.P. (Other) Ramius Advisors, LLC (Oth
August 14, 2014	EX-99.A1(B)	LETTER OF TRANSMITTAL CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN OVERSEAS INVESTMENT LP Offer to Purchase for Cash Up to 7,500,000 Warrants CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS W EXHIBIT (a)(1)(B) LETTER OF TRANSMITTAL CHART ACQUISITION GROUP LLC JOSEPH R. WRIGHT AND COWEN OVERSEAS INVESTMENT LP Offer to Purchase for Cash Up to 7,500,000 Warrants of CHART ACQUISITION CORP. at a Purchase Price of $0.30 Per Warrant THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 PM, NEW YORK CITY TIME, ON SEPTEMBER 11, 2014 OR SUCH LATER TIME AND DATE TO WHICH THE OFFER IS EXTENDED. The
August 14, 2014	EX-99.(A)1(E)	GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 EXHIBIT (a)(1)(E) GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 Guidelines for Determining the Proper Identification Number for the Payee (You) to Give the Payor — Social security numbers have nine digits separated by two hyphens (i.
August 14, 2014	EX-99.(D)3	AMENDED AND RESTATED WARRANT AGREEMENT EXHIBIT (d)(3) AMENDED AND RESTATED WARRANT AGREEMENT THIS AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of September [●], 2014, is by and between Chart Acquisition Corp.
August 11, 2014	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 ☐ TRANSITION REPORT PURSUANT TO S UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 ☐ 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: 001-35762 CHART ACQUISITION CORP.
August 11, 2014	8-K	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): August 6, 2014 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission
August 11, 2014	DEF 14A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF DEF 14A - - DEF 14A 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 x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State
July 25, 2014	SC 13D	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / Tempus Intermediate Holdings, Llc - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* CHART ACQUISITION CORP. (Name of Issuer) Common Stock (par value $0.0001 per share) (Title of Class of Securities) 16115113 (CUSIP Number) David Sella Villa Tempus Intermediate Holdings, LLC 133 Waller Mill Road, Suite 400 Williamsburg, VA 23185 (757) 243
July 16, 2014	SC TO-C	Chart Acquisition Group Llc SC TO-C - - TENDER OFFER STATEMENT 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 CHART ACQUISITION CORP. (Name of Subject Company (Issuer)) CHART ACQUISITION GROUP, LLC JOSEPH R. WRIGHT COWEN OVERSEAS INVESTMENT, LP (Names of Filing Persons (Offerors)) WARRANTS TO PURCHASE COMMON STOCK, $0.0001 PAR
July 16, 2014	DEFA14A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF DEFA14A - - 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): July15, 2014 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission F
July 16, 2014	EX-2.1	EQUITY TRANSFER AND ACQUISITION AGREEMENT dated as of July 15, 2014 by and among THE TEMPUS GROUP HOLDINGS, LLC, TEMPUS INTERMEDIATE HOLDINGS, LLC, MEMBERS’ REPRESENTATIVE, (solely for purposes of Sections 1.3, 6.3, 6.5, 6.7, 6.11, 6.20, 6.21 and 8.6 EXHIBIT 2.1 STRICTLY CONFIDENTIAL EXECUTION VERSION EQUITY TRANSFER AND ACQUISITION AGREEMENT dated as of July 15, 2014 by and among THE TEMPUS GROUP HOLDINGS, LLC, TEMPUS INTERMEDIATE HOLDINGS, LLC, MEMBERS, MEMBERS’ REPRESENTATIVE, (solely for purposes of Sections 1.3, 6.3, 6.5, 6.7, 6.11, 6.20, 6.21 and 8.6 and Articles II, IX, X, XI and XII) CHART ACQUISITION CORP., and WARRANT OFFERORS (solel
July 16, 2014	SC 14D9	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF SC 14D9 - - SOLICITATION/RECOMMENDATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Chart Acquisition Corp. (Name of Subject Company) Chart Acquisition Corp. (Name of Person(s) Filing Statement) Warrants to Purchase Common Stock, par value $0.0001 per share (Title of Class of Securities) 16115113
July 16, 2014	EX-99.1	Chart Acquisition Corp. Agrees To Business Combination With Tempus Jets Exhibit 99.1 Chart Acquisition Corp. Agrees To Business Combination With Tempus Jets New York, July 16, 2014 /PRNewswire/ — Chart Acquisition Corp. (NASDAQ: CACG; CACGW; CACGU) ("Chart Acquisition" or "Chart") today announced that it signed definitive agreements to complete a business combination transaction with Tempus Intermediate Holdings, LLC (“Tempus Jets”, “Tempus” or the “company”). HIGHLIG
July 16, 2014	PRE 14A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF PRE 14A - - PRELIMINARY 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 x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State
July 16, 2014	EX-99.1	§ EXHIBIT 99.1 Chart Acquisition Corp. Agrees To Business Combination With Tempus Jets New York, July 16, 2014 /PRNewswire/ — Chart Acquisition Corp. (NASDAQ: CACG; CACGW; CACGU) ("Chart Acquisition" or "Chart") today announced that it signed definitive agreements to complete a business combination transaction with Tempus Intermediate Holdings, LLC (“Tempus Jets”, “Tempus” or the “company”). HIGHLIG
July 16, 2014	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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): July15, 2014 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission F
July 16, 2014	EX-2.2	EXECUTION VERSION SUPPORTING STOCKHOLDER AGREEMENT EXHIBIT 2.2 EXECUTION VERSION SUPPORTING STOCKHOLDER AGREEMENT This SUPPORTING STOCKHOLDER AGREEMENT (this “Agreement”) is entered into as of July 15, 2014, by and among Tempus Intermediate Holdings, LLC, a Delaware limited liability company (the “Company”), each of the Persons set forth on Annex A (the “Members”), and Chart Acquisition Group LLC, The Chart Group, L.P., Christopher D. Brady, Josep
July 16, 2014	EX-2.2	EXECUTION VERSION SUPPORTING STOCKHOLDER AGREEMENT EXHIBIT 2.2 EXECUTION VERSION SUPPORTING STOCKHOLDER AGREEMENT This SUPPORTING STOCKHOLDER AGREEMENT (this “Agreement”) is entered into as of July 15, 2014, by and among Tempus Intermediate Holdings, LLC, a Delaware limited liability company (the “Company”), each of the Persons set forth on Annex A (the “Members”), and Chart Acquisition Group LLC, The Chart Group, L.P., Christopher D. Brady, Josep
July 16, 2014	EX-2.1	EQUITY TRANSFER AND ACQUISITION AGREEMENT dated as of July 15, 2014 by and among THE TEMPUS GROUP HOLDINGS, LLC, TEMPUS INTERMEDIATE HOLDINGS, LLC, MEMBERS’ REPRESENTATIVE, (solely for purposes of Sections 1.3, 6.3, 6.5, 6.7, 6.11, 6.20, 6.21 and 8.6 EXHIBIT 2.1 STRICTLY CONFIDENTIAL EXECUTION VERSION EQUITY TRANSFER AND ACQUISITION AGREEMENT dated as of July 15, 2014 by and among THE TEMPUS GROUP HOLDINGS, LLC, TEMPUS INTERMEDIATE HOLDINGS, LLC, MEMBERS, MEMBERS’ REPRESENTATIVE, (solely for purposes of Sections 1.3, 6.3, 6.5, 6.7, 6.11, 6.20, 6.21 and 8.6 and Articles II, IX, X, XI and XII) CHART ACQUISITION CORP., and WARRANT OFFERORS (solel
July 16, 2014	EX-99.1	§ EXHIBIT 99.1 Chart Acquisition Corp. Agrees To Business Combination With Tempus Jets New York, July 16, 2014 /PRNewswire/ — Chart Acquisition Corp. (NASDAQ: CACG; CACGW; CACGU) ("Chart Acquisition" or "Chart") today announced that it signed definitive agreements to complete a business combination transaction with Tempus Intermediate Holdings, LLC (“Tempus Jets”, “Tempus” or the “company”). HIGHLIG
July 7, 2014	8-K	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): June 30, 2014 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other Jurisdiction of Incorporation) (Commission
July 7, 2014	EX-16.1	July 7, 2014 EX-16.1 2 f8k063014ex16ichartacq.htm LETTER FROM ROTHSTEIN KASS TO THE SECURITIES AND EXCHANGE COMMISSION EXHIBIT 16.1 July 7, 2014 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Ladies and Gentlemen: We have read Chart Acquisition Corp.’s statements included under Item 4.01 of its Form 8-K dated June 30, 2014, and are in agreement with the statements contained t
May 12, 2014	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 ¨ TRANSITION REPORT PURSUANT TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 ¨ 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: 001-35762 CHART ACQUISITION CORP.
March 17, 2014	EX-10.13	PROMISSORY NOTE Exhibit 10.13 THIS PROMISSORY NOTE ("NOTE") HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT' ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPAN
March 17, 2014	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTI UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 ¨ 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: 001-35762 CHART ACQUISITION CORP. (Exa
March 17, 2014	EX-10.15	PROMISSORY NOTE Exhibit 10.15 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRAT
March 17, 2014	EX-10.14	PROMISSORY NOTE Exhibit 10.14 THIS PROMISSORY NOTE ("NOTE") HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY
March 7, 2014	8-K	Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2014 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other jurisdiction of incorporation) (Com
February 14, 2014	8-K	Other Events, Submission of Matters to a Vote of Security Holders - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2014 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-28532218 (State or other jurisdiction of incorporation)
February 14, 2014	SC 13G/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / Polar Asset Management Partners Inc. - CHART ACQUISITION CORP. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Amendment No. 1* Chart Acquisition Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 161151204 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuan
February 13, 2014	SC 13G	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / TD ASSET MANAGEMENT INC - 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. N/A)* Chart Acquisition Corp (Name of Issuer) Common Stock (Title of Class of Securities) 161151105 (CUSIP Number) December 31st, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to
February 12, 2014	SC 13G/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / BlueMountain Capital Management, LLC - AMENDMENT NO.1 TO SCHEDULE 13G Passive Investment Amendment No.1 to Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CHART ACQUISITION CORP. (Name of Issuer) COMMON STOCK, $0.0001 par value (Title of Class of Securities) 161151204 (CUSIP Number) Paul Friedman BlueMountain Capital Management, LLC 280 Park Avenue, 5th Floor East New York, N
February 11, 2014	SC 13G/A	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / AQR CAPITAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Chart Acquisition Corp. (Name of Issuer) Common Stock and Warrants (Title of Class of Securities) 161151105 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant
January 21, 2014	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2014 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-2853218 (State or other jurisdiction of incorporation or
January 16, 2014	DEF 14A	- PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.
January 10, 2014	8-K	- CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 6, 2014 CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-2853218 (State or other jurisdiction of incorporation or o
November 20, 2013	10-Q/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 ¨ 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: 001-35762 CHA
November 20, 2013	10-Q/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 ¨ 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: 001-35762 CHAR
November 20, 2013	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 2) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 2) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 ¨ 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: 001-35762 CHART AC
November 13, 2013	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 ¨ TRANSITION REPORT PURSUANT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 ? 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: 001-35762 CHART ACQUISITION C
November 12, 2013	8-K	Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2013 (November 11, 2013) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-2853218 (State or other jurisdiction
August 14, 2013	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 ? 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: 001-35762 CHART ACQUISITION CORP.
May 7, 2013	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 ¨ 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: 001-35762 CHART ACQUISITION CORP.
April 5, 2013	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 ? 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: 001-35762 CHART AC
April 1, 2013	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 ¨ 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: 001-35762 CHART ACQUISITION CORP. (Exa
March 18, 2013	SC 13G	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / Polar Asset Management Partners Inc. - CHART ACQUISITION CORP. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Chart Acquisition Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 161151204 (CUSIP Number) March 12, 2013 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to
February 14, 2013	SC 13G	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Chart Acquisition Corp. (Name of Issuer) Units (Title of Class of Securities) 161151105 (CUSIP Number) December 31, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul
February 14, 2013	SC 13G	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / FIR TREE CAPITAL MANAGEMENT LP - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Chart Acquisition Corp.
February 14, 2013	SC 13G	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / BACON LOUIS M Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CHART ACQUISITION CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 161151204 (CUSIP Number) December 31, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the
February 13, 2013	SC 13G	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / Chart Acquisition Group Llc - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Chart Acquisition Corp. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 (Title of Class of Securities) 161151 105 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi
February 13, 2013	SC 13G	MNI / McClatchy Co. (THE) / BlueMountain Capital Management, LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CHART ACQUISITION CORP. (Name of Issuer) COMMON STOCK, $0.0001 par value (Title of Class of Securities) 161151204 (CUSIP Number) Paul Friedman BlueMountain Capital Management, LLC 280 Park Avenue, 5th Floor East New York, New York 10017 Telephone: 212-905
February 1, 2013	8-K	Other Events - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2013 (January 28, 2013) CHART ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-35762 45-2853218 (State or other jurisdiction o
February 1, 2013	EX-99.1	CHART ACQUISITION CORP. COMMON STOCK AND WARRANTS TO COMMENCE TRADING SEPARATELY ON FEBRUARY 4, 2013 EX-99.1 2 f8k012813ex99ichartacqui.htm PRESS RELEASE DATED FEBRUARY 1, 2013 Exhibit 99.1 CHART ACQUISITION CORP. COMMON STOCK AND WARRANTS TO COMMENCE TRADING SEPARATELY ON FEBRUARY 4, 2013 NEW YORK, February 1, 2013 —/PRNewswire/ - Chart Acquisition Corp. (the “Company”)(Nasdaq: CACGU), a newly-organized blank check company formed for the purpose of acquiring or merging with an operating business
January 3, 2013	SC 13G	CACG / Legg Mason ETF Investment Trust ClearBridge All Cap Growth ETF / TD ASSET MANAGEMENT INC - 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. )* Chart Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 161151204 (CUSIP Number) December 31st, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

CACG / Legg Mason ETF Investment Trust - ClearBridge All Cap Growth ESG ETF - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

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