SEC Form 3 · accession 0000902664-16-006569
Affinion Group Holdings, Inc. · AFGR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Empyrean Capital Fund, LP
10% Owner
Empyrean Capital Partners, LP
10% Owner
Amos Meron
10% Owner
Michael Alan Price
10% Owner
Empyrean Associates, LLC
10% Owner
P EMP Ltd.
10% Owner
Period of report
Mar 29, 2016
Accepted (ET)
Mar 29, 2016 · 5:49 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001404624
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.01 par value ("Common Stock")F1 | holding | — | — | — | 1,266,385 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class C Common Stock, par value $0.01 per shareF1,F2 | $67.14 | holding | — | — | — | — | — | Common Stock | 62,083 | — | I |
| Class D Common Stock, par value $0.01 per shareF1,F2 | $88.07 | holding | — | — | — | — | — | Common Stock | 65,350 | — | I |
Explanation of responses
- F1The securities reported herein are owned of record by (i) Empyrean Capital Fund, LP ("ECF"), (ii) Empyrean Capital Overseas Master Fund, Ltd. and (iii) P EMP Ltd. (collectively, the "Empyrean Clients"). Empyrean Capital Partners, LP (the "Investment Manager") serves as the investment adviser to the Empyrean Clients. Empyrean Associates, LLC is the general partner of ECF, and Empyrean Capital, LLC is the general partner of the Investment Manager. Amos Meron and Michael Price are managing members of Empyrean Associates, LLC and Empyrean Capital, LLC, and as such may be deemed to have beneficial ownership of the securities held directly by the Empyrean Clients. Each Reporting Person other than the Investment Manager disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
- F2Each share of Class C Common Stock and each share of Class D Common Stock is convertible into one share of Common Stock at the option of the holder thereof upon delivery of an exercise notice and the payment of the applicable exercise price.