SEC Form 4 · accession 0001140361-17-033020
Affinion Group Holdings, Inc. · AFGR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
ELLIOTT INTERNATIONAL, L.P.
10% Owner
Period of report
Jul 17, 2017
Accepted (ET)
Aug 22, 2017 · 5:20 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, par value $0.01 per shareF1 | holding | — | — | — | 289,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant (Right to Buy)F1,F2 | $0.00 | Jul 17, 2017 | X | 119,334 | A | — | Nov 10, 2022 | Common Stock | 119,334 | 1,449,649 | D |
Explanation of responses
- F1This Form 4 is filed by Elliott Associates, L.P. (the "Reporting Person"). The Reporting Person may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding common stock. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
- F2Warrants to buy shares of Common Stock received from the Issuer pursuant to the Amended and Restated Investor Purchase Agreement, dated as of May 9, 2017 are currently exercisable.