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 1117, 2017

CAPITOL ACQUISITION CORP. III

(Exact Name of Registrant as Specified in Charter)

Delaware

001-37588

47-4510443

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

509 7^th Street, N.W.

Washington, D.C.

20004

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: 202-654-7060

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01 Regulation FD Disclosure.

OnAttached ~~April~~as ~~11,~~Exhibit ~~2017,~~99.1 ~~Capitol~~to ~~Acquisition~~this ~~Holding~~Current ~~Company,~~Report ~~Ltd.~~is ~~(“Holdings”),~~ an ~~exempted~~updated ~~company~~investor ~~incorporated~~presentation inthat ~~the~~may ~~Cayman~~be ~~Islands~~used ~~and~~by ~~a wholly-owned subsidiary of~~ Capitol Acquisition Corp. III (“Capitol”), ~~filed~~for ameetings with ~~registration~~its ~~statement~~security onholders ~~Form~~and ~~S-4~~other ~~(File~~interested ~~No.~~persons ~~333-217256) (the~~in ~~“Registration~~connection ~~Statement”)~~ with ~~the~~its ~~U.S.~~proposed ~~Securities~~business ~~and~~combination ~~Exchange Commission~~ (the “~~SEC~~Business Combination”) ~~which includes~~with aCanyon ~~preliminary~~Holdings ~~proxy statement of Capitol, and constitutes~~ S.a ~~preliminary~~r.l. ~~prospectus of Holdings~~(“Cision”).

The ~~Registration~~information ~~Statement was filed~~ in ~~connection~~ ~~with~~this ~~the~~Current ~~Agreement and Plan of Merger~~Report, ~~dated as of March 19, 2017 and amended as of April 7, 2017, by and among Capitol,~~ ~~Holdings,~~including ~~Capitol~~the ~~Acquisition~~exhibit ~~Merger~~attached ~~Sub~~hereto, ~~Inc.,~~is abeing ~~wholly-owned~~furnished ~~subsidiary of Holdings (“Merger Sub”), Canyon Holdings (Cayman) L.P., a Cayman Islands exempted limited partnership (“Cision Owner”),~~ and ~~Canyon~~shall ~~Holdings S.a~~not ~~r.l.,~~be adeemed ~~Luxembourg private limited liability company (~~“~~Cision~~filed”) ~~which, among other things, provides~~ for ~~(i)~~ ~~Cision~~the ~~Owner~~purposes ~~to contribute to Holdings all~~ of ~~the share capital and convertible preferred equity certificates in Cision in~~Section ~~exchange~~18 ~~for~~of the ~~issuance~~Securities ofExchange ~~82,100,000~~Act ~~ordinary shares~~ of ~~Holdings~~1934 ~~and~~or ~~warrants~~otherwise ~~to purchase 2,000,000 ordinary shares of Holdings (in each case,~~ subject to ~~certain adjustments), plus~~ the ~~right~~liabilities toof ~~receive~~that upSection. toThe ~~6,000,000~~information ~~ordinary shares~~ in ~~the~~this ~~future if certain~~Current ~~price~~Report ~~targets~~shall ~~are~~not ~~met and (ii) Merger Sub to~~ be ~~merged~~incorporated ~~with~~by ~~and~~reference into ~~Capitol~~any ~~with~~registration ~~Capitol~~statement ~~being~~pursuant to the ~~surviving~~Securities ~~corporation~~Act inof ~~the merger~~1933.

~~The~~Item ~~Registration Statement has not yet been declared effective by the SEC~~9.01 ~~The~~Financial ~~Registration~~Statements ~~Statement is available on the SEC’s EDGAR system,~~ and ~~may be accessed at www~~Exhibits.~~sec.gov.~~

~~Additional~~(d) ~~Information and Where to Find It~~Exhibits:

Holdings has filed with the SEC the Registration Statement, which includes a preliminary prospectus with respect to Holdings’ securities to be issued in connection with the proposed business combination between Capitol and Cision (the “Business Combination”) and a preliminary proxy statement of Capitol in connection with the Business Combination99. ~~Capitol~~1 ~~plans~~Investor to mail to its stockholders a definitive proxy statement/prospectus with respect to Holdings’ securities to be issued in connection with the Business Combination. SECURITY HOLDERS ARE URGED AND ADVISED TO READ THE DEFINITIVE PROXY STATEMENT/PROSPECTUS CAREFULLY WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT CAPITOL, HOLDINGS, CISION, THE BUSINESS COMBINATION AND RELATED MATTERS. Investors and security holders may obtain free copies of the Registration Statement, and the definitive proxy statement/prospectus (when they become available) and other relevant materials and any other documents filed by Capitol or Holdings with the SEC free of charge at the SEC’s web site at www.sec.gov. In addition, shareholders will be able to obtain free copies of the Registration Statement by directing a request to: Capitol Acquisition Corp. III, 509 7th Street NW, Washington, DC 20004 or by emailing info@capitolacquisition.com; and/or on Cision’s website at www.cision.com or by directing a written request to Cision, 130 East Randolph St., 7th Floor, Chicago, IL 60601 or by emailing askcision@cision.com.Presentation

~~Participants~~Additional inInformation ~~the~~and ~~Solicitation~~Where to Find It

Capitol, ~~Cision~~Acquisition ~~and~~Holding Company, Ltd. (“Holdings”), an exempted company incorporated in the Cayman Islands and ~~their~~a ~~respective~~wholly-owned subsidiary of Capitol, has ~~directors~~filed ~~and~~with ~~executive~~the ~~officers~~SEC ~~may~~a beregistration ~~deemed~~statement toon beForm ~~participants~~S-4 in(File No. 333-217256) (the ~~solicitation~~“Registration ofStatement”) ~~proxies~~which includes ~~from~~a preliminary proxy statement of Capitol, and a preliminary prospectus with respect to Holdings’s ~~stockholders~~securities to be issued in connection with the proposed Business Combination. Capitol ~~Information~~plans ~~about~~to ~~Capitol’s~~mail ~~directors~~to ~~and~~its ~~executive~~stockholders ~~officers~~a isdefinitive ~~set~~proxy ~~forth~~statement/prospectus inwith ~~Capitol~~respect to Holdings’s ~~Annual~~securities ~~Report~~to onbe ~~Form~~issued ~~10-K~~in ~~for~~connection with the ~~fiscal~~Business ~~year~~Combination. SECURITY HOLDERS ~~ended~~ARE ~~December 31,~~URGED ~~2016,~~AND ~~which~~ADVISED ~~was~~TO ~~filed~~READ ~~with~~THE ~~the~~DEFINITIVE PROXY STATEMENT/PROSPECTUS CAREFULLY WHEN IT BECOMES AVAILABLE BECAUSE IT ~~SEC~~WILL onCONTAIN ~~March~~IMPORTANT 10INFORMATION ABOUT CAPITOL, ~~2017~~HOLDINGS, CISION, THE BUSINESS COMBINATION AND RELATED MATTERS. ~~These~~Investors and ~~documents~~security ~~are~~holders ~~available~~may obtain free copies of ~~charge~~the asRegistration ~~indicated~~Statement, ~~above.~~and ~~Additional~~the ~~information~~definitive ~~regarding~~proxy ~~the~~statement/prospectus (when ~~interests~~they ofbecome ~~participants~~available) inand ~~the~~other ~~solicitation~~relevant ofmaterials ~~proxies~~and inany ~~connection~~other documents filed by Capitol or Holdings with the ~~proposed~~SEC ~~Business~~free ~~Combination~~of ischarge at ~~included~~the inSEC’s ~~the Registration~~web ~~Statement~~site ~~and~~at www.sec.gov. In addition, shareholders will be ~~contained~~able into obtain free copies of the ~~definitive~~Registration ~~proxy~~Statement by ~~statement/prospectus~~directing a request to: Capitol Acquisition Corp. III, 509 7th Street NW, Washington, DC 20004 or by emailing info@capitolacquisition.com; and/or ~~other~~on ~~relevant~~Cision’s ~~materials~~website at www.cision.com or by directing a written request to beCision, ~~filed~~130 East Randolph St., 7th ~~with~~Floor, ~~the~~Chicago, ~~SEC~~IL ~~when~~60601 ~~they~~or ~~become~~by ~~available~~emailing askcision@cision.com.

~~Disclaimer~~Participants in the Solicitation

~~This~~Capitol, ~~communication~~Cision isand ~~for~~Holdings ~~informational purposes~~and ~~only~~their respective directors and isexecutive ~~neither~~officers anmay ~~offer~~be deemed to ~~purchase,~~be ~~nor~~participants ain the solicitation of anproxies ~~offer~~from toCapitol’s ~~sell,~~stockholders in ~~subscribe~~connection ~~for~~with orthe ~~buy~~proposed ~~any~~Business ~~securities or~~Combination. ~~the~~Information ~~solicitation~~about ofCapitol’s ~~any~~directors ~~vote~~and executive officers is set forth in ~~any~~Capitol’s ~~jurisdiction~~Annual ~~pursuant~~Report toon Form 10-K for the ~~proposed~~fiscal ~~transactions~~year orended ~~otherwise~~December 31, ~~nor~~2016, ~~shall~~which ~~there~~was befiled ~~any~~with the ~~sale,~~SEC ~~issuance~~on orMarch ~~transfer~~10, or2017. These ~~securities~~documents inare ~~any~~available ~~jurisdiction~~free inof ~~contravention~~charge ofas ~~applicable~~indicated ~~law~~above. No ~~offer~~Additional ofinformation ~~securities~~regarding ~~shall~~the beinterests ~~made~~of ~~except~~participants byin ~~means~~the solicitation of aproxies ~~prospectus~~in ~~meeting~~connection with the ~~requirements~~proposed ofBusiness ~~Section 10~~Combination ofis included in the Registration ~~Securities~~Statement ~~Act~~and ofwill ~~1933,~~be ascontained ~~amended,~~ in the definitive proxy statement/prospectus and ~~applicable~~other ~~regulations~~relevant inmaterials to be filed with the ~~Cayman~~SEC ~~Islands~~when they become available.

~~SIGNATURE~~Disclaimer

~~Pursuant~~This tocommunication ~~the~~is ~~requirements~~for informational ofpurposes ~~the~~only ~~Securities~~and ~~Exchange~~is ~~Act~~neither an offer to purchase, nor a solicitation of ~~1934~~an offer to sell, subscribe for or buy any securities or the ~~registrant~~solicitation ~~has~~of ~~duly~~any ~~caused~~vote ~~this~~in ~~report~~any jurisdiction pursuant to the proposed transactions or otherwise, nor shall there be ~~signed~~any sale, onissuance ~~its~~or ~~behalf~~transfer or securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the ~~undersigned~~requirements of Section 10 of the Securities Act of 1933, as amended, ~~hereunto~~and ~~duly~~applicable ~~authorized~~regulations in the Cayman Islands.

~~Dated: April 12, 2017~~3

~~CAPITOL ACQUISITION CORP. III By: /s/ Mark D. Ein Name: Mark D. Ein Title: Chief Executive Officer~~SIGNATURE

3 Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: April 17, 2017

	CAPITOL ACQUISITION CORP. III


	By:	/s/ Mark D. Ein
		Name: Mark D. Ein
		Title: Chief Executive Officer

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