Form D/A

View Original Filing

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
ENGINE CAPITAL, L.P.
Jurisdiction of Incorporation/Organization
DE
Year of Incorporation/Organization
2013

Previous Name(s)

Entity Type
LIMITED PARTNERSHIP

Item 2 Issuer Principal Place of Business and Contact Information

1370 BROADWAY
5TH FLOOR
NEW YORK, NY 10018
Phone Number: subscription required

Item 3. Related Persons

Name
ARNAUD AJDLER
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
MANAGING MEMBER OF ENGINGE INVESTMENTS, LLC, THE GENERAL PARTNER

Item 4. Industry Group

POOLED INVESTMENT FUND - HEDGE FUND

Item 5. Issuer Size

Aggregate Net Asset Value Range (for issuer specifying "hedge" or "other investment" fund in item 4 above)
NOT APPLICABLE

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

Amendment
Date of First Sale in this Offering:
07/01/2013

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
Yes

Item 9. Type(s) of Securities Offered

  • Pooled Investment Fund Interests

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
No
Clarification of Response

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
1000000

Item 13. Offering and Sales Amounts

Total Offering Amount
INDEFINITE
Total Amount Sold
12145000
Total Remaining to be Sold
INDEFINITE
Clarification of Response

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
10

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
0.0
Finders' Fees
0.0
Clarification of Response

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
182175.0 Is an estimate
Clarification of Response
ESTIMATED MANAGEMENT FEE WHICH IS BASED UPON A PERCENTAGE OF THE ASSETS (1.5% ANNUALLY); PERFORMANCE FEE MAY BE CHARGED, BUT IS NOT INCLUDED IN THE ESTIMATE BECAUSE OF CONTINGENT NATURE OF THE FEE.

Signature and Submission

Issuer Name
ENGINE CAPITAL, L.P.
Issuer Signature
ARNAUD AJDLER
Signer Name
ARNAUD AJDLER
Signer Title
MANAGING MEMBER
Signature Date
07/08/2013
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