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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

(Last) (First) (Middle)
C/O LEO HOLDINGS CORP.
21 GROSVENOR PLACE

(Street)
LONDON X0 SW1X 7HF

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/12/2018
3. Issuer Name and Ticker or Trading Symbol
Leo Holdings Corp. [ LHC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B ordinary shares(1) (1) (1) Class A ordinary shares 30,000 (1) D
Explanation of Responses:
1. As described in the issuer's registration statement on Form S-1 (File No. 333-222599) under the heading "Description of Securities-Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.
Remarks:
Exhibit List Exhibit 24 - Power of Attorney
/s/ Simon Brown, as attorney-in-fact for Mary E. Minnick 02/12/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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                                   POWER OF ATTORNEY

        KNOW ALL BY THESE PRESENTS, that the undersigned hereby makes,
constitutes and appoints Lyndon Lea, Robert Darwent and Simon Brown, acting
singly and with full power of substitution or revocation, the undersigned's true
and lawful attorneys-in-fact, with full power and authority as hereinafter
described on behalf of and in the name, place and stead of the undersigned to:

        (i)     execute for and on behalf of the undersigned, in the
                undersigned's capacity as a director, director nominee, officer
                or beneficial owner of common stock of Leo Holdings Corp., a
                Cayman Islands exempted company (the "Company"), any Schedule
                13D or Schedule 13G, and any amendments, supplements or exhibits
                thereto (including any joint filing agreements) required to be
                filed by the undersigned under Section 13 of the Securities
                Exchange Act of 1934, as amended, and the rules promulgated
                thereunder (the "Exchange Act"), and any Forms 3, 4, and 5 and
                any amendments, supplements or exhibits thereto required to be
                filed by the undersigned under Section 16(a) of the Exchange
                Act;

        (ii)    do and perform any and all acts for and on behalf of the
                undersigned which may be necessary or desirable to complete and
                execute any such schedules or forms and timely file such forms
                with the United States Securities and Exchange Commission and
                any applicable stock exchange; and

        (iii)   take any other action of any type whatsoever in connection with
                the foregoing which, in the opinion of such attorneys-in-fact,
                may be of benefit to, in the best interest of, or legally
                required by, the undersigned, it being understood that the
                documents executed by such attorneys-in-fact on behalf of the
                undersigned pursuant to this Power of Attorney shall be in such
                form and shall contain such terms and conditions as such
                attorneys-in-fact may approve in such attorneys-in- fact's
                discretion.

        The undersigned hereby grants to such attorneys-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorneys-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of this power of
attorney and the rights and powers herein granted. The undersigned acknowledges
that the foregoing attorneys-in- fact, in serving in such capacity at the
request of the undersigned, are not assuming, nor is the Company assuming, any
of the undersigned's responsibilities to comply with, or any liability for the
failure to comply with, Section 13 and/or Section 16 of the Exchange Act.

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file reports or schedules under Section 13
or Section 16 of the Exchange Act with respect to the Company, unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.

                                     *  *  *  *  *


        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 7th day of February, 2018.

                                        By: /s/ Mary E. Minnick
                                            ------------------------------------
                                        Name: Mary E. Minnick
                                        Title: Director