SEC Form 4 · accession 0001123292-17-000306
Affinity Gaming
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
SPH Manager, LLC
Director · 10% Owner
Period of report
Jan 31, 2017
Accepted (ET)
Feb 1, 2017 · 4:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001499268
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Jan 31, 2017 | D | 5,549,300 | $17.35 | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to the Agreement and Plan of Merger, dated as of August 22, 2016, among Z Capital Affinity Owner, LLC ("Parent"), Affinity Merger Sub, Inc. and Affinity Gaming (the "Merger Agreement"), at the effective time of the merger of Affinity Merger Sub, Inc. with and into Affinity Gaming (the "Merger") each share of Affinity Gaming common stock converted into the right to receive $17.35 in cash.
- F2Silver Point Capital, L.P. ("Silver Point") is the investment manager of the Funds (defined below). Silver Point Capital Management, LLC ("Management") is the general partner of Silver Point. Messrs. Edward A. Mule and Robert J. O'Shea are each members of Management and, along with Michael Gatto, are the sole members of SPH Manager (defined below). David Reganato is a director of the issuer and employee of Silver Point.
- F3SPH Manager, LLC ("SPH Manager") is the manager of SPH Investment, LLC ("SPH Investment"), an entity that holds an investment in the common stock of the Issuer (the "Common Stock"). Silver Point Capital Fund, L.P. and Silver Point Capital Offshore Fund, Ltd. (collectively, the "Funds") directly or indirectly hold non-voting equity interests in SPH Investment and an economic interest in the Common Stock. SPH Manager holds the voting equity interests in SPH Investment and, as a result thereof, holds voting control over, and may be deemed to be the beneficial owner of, the Common Stock held by SPH Investment on behalf of the Funds. Messrs. Edward A. Mule, Robert J. O'Shea and Michael Gatto are the sole members of SPH Manager and, as a result, hold voting control over, and may be deemed to be the beneficial owners of the Common Stock held by SPH Investment on behalf of the Funds.