SEC Form 4 · accession 0001209191-15-050168

EveryWare Global, Inc. · EVRY

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Stephen Presser

Director · 10% Owner

Period of report

Jun 2, 2015

Accepted (ET)

Jun 4, 2015 · 5:17 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001532543

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Common Stock, par value $0.0001 per share^F1,F2,F3	Jun 2, 2015	D	16,014	—	D	I	See Footnotes
Common Stock, par value $0.0001 per share^F1,F4	Jun 2, 2015	D	8,096,581	—	D	I	By Monomoy Capital Partners, L.P.
Common Stock, par value $0.0001 per share^F1,F5	Jun 2, 2015	D	251,706	—	D	I	By MCP Supplemental Fund, L.P.
Common Stock, par value $0.0001 per share^F1,F6	Jun 2, 2015	D	41,917	—	D	I	By Monomoy Executive Co-Investment Fund, L.P.
Common Stock, par value $0.0001 per share^F1,F7	Jun 2, 2015	D	4,595,816	—	D	I	By Monomoy Capital Partners II, L.P.
Common Stock, par value $0.0001 per share^F1,F8	Jun 2, 2015	D	145,560	—	D	I	By MCP Supplemental Fund II, L.P.
Series A Preferred Stock^F1,F4	Jun 2, 2015	D	13,071	—	D	I	By Monomoy Capital Partners, L.P.
Series A Preferred Stock^F1,F5	Jun 2, 2015	D	406	—	D	I	By MCP Supplemental Fund, L.P.
Series A Preferred Stock^F1,F6	Jun 2, 2015	D	68	—	D	I	By Monomoy Executive Co-Investment Fund, L.P.
Series A Preferred Stock^F1,F7	Jun 2, 2015	D	7,420	—	D	I	By Monomoy Capital Partners II, L.P.
Series A Preferred Stock^F1,F8	Jun 2, 2015	D	235	—	D	I	By MCP Supplemental Fund II, L.P.

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Warrants to Purchase Common Stock^F9,F4	$0.01	Jun 2, 2015	D	2,736,355	D	Jul 30, 2014	Jul 30, 2021	Common Stock	2,736,355	I
Warrants to Purchase Common Stock^F9,F5	$0.01	Jun 2, 2015	D	85,067	D	Jul 30, 2014	Jul 30, 2021	Common Stock	85,067	I
Warrants to Purchase Common Stock^F9,F6	$0.01	Jun 2, 2015	D	14,167	D	Jul 30, 2014	Jul 30, 2021	Common Stock	14,167	I
Warrants to Purchase Common Stock^F9,F7	$0.01	Jun 2, 2015	D	1,553,221	D	Jul 30, 2014	Jul 30, 2021	Common Stock	1,553,221	I
Warrants to Purchase Common Stock^F9,F8	$0.01	Jun 2, 2015	D	49,194	D	Jul 30, 2014	Jul 30, 2021	Common Stock	49,194	I

Explanation of responses

F1Pursuant to the Issuer's Prepackaged Chapter 11 Plan, as supplemented, which was confirmed by the United States Bankruptcy Court for the District of Delaware on May 22, 2015, each share of the Issuer's preferred stock and common stock and each warrant to purchase common stock outstanding prior to the Issuer's emergence from bankruptcy was canceled on June 2, 2015, the Effective Date of the Plan. On the Effective Date, holders of the Issuer's previously outstanding preferred stock received 10.6 shares of the Issuer's new common stock (or their cash equivalent) for each share of preferred stock previously held, and holders of the Issuer's previously outstanding common stock and in-the-money warrants received 0.005 shares of the Issuer's new common stock (or their cash equivalent) for each vested share of common stock previously held or underlying an in-the-money warrant.
F23,695 of these shares were held directly by the reporting person and 12,319 of these shares were held directly by Daniel Collin for the benefit of Monomoy Capital Management, L.P. ("MCM"). MCM was entitled to receive all director compensation payable by the issuer in respect of the reporting person's and Mr. Collin's board positions, and the reporting person and Mr. Collin did not have any right to the proceeds of the disposition of these shares. Monomoy Ultimate GP, LLC ("Ultimate GP") is the general partner of MCM. The reporting person is a limited partner of MCM and a managing member of Ultimate GP. As such, the reporting person may have been deemed to have an indirect pecuniary interest in these shares. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. The proceeds of any disposition of these shares would have been applied against management fees payable to MCM (continued in footnote 3)
F3pursuant to the applicable partnership agreements of Monomoy Capital Partners, L.P. ("MCP"), Monomoy Capital Partners II, L.P. ("MCP II") and MCP Supplemental Fund II, L.P. ("MCP Supplemental Fund II"). Monomoy General Partner, L.P. ("Monomoy GP") is the general partner of MCP. Monomoy General Partner II, L.P. ("Monomoy GP II") is the general partner of MCP II and MCP Supplemental Fund II. Ultimate GP is the general partner of Monomoy GP and Monomoy GP II. The reporting person is a managing member of Ultimate GP. As such, the reporting person may have been deemed to have an indirect pecuniary interest in these shares. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
F4These shares were held directly by MCP. Monomoy GP is the general partner of MCP, and Ultimate GP is the general partner of Monomoy GP. The reporting person is a managing member of Ultimate GP. As such, the reporting person may have been deemed to have an indirect pecuniary interest in the shares held directly by MCP. The reporting person expressly disclaims beneficial ownership of shares held directly by MCP, except to the extent of his pecuniary interest therein.
F5These shares were held directly by MCP Supplemental Fund, L.P. ("MCP Supplemental Fund"). Monomoy GP is the general partner of MCP Supplemental Fund, and Ultimate GP is the general partner of Monomoy GP. The reporting person is a managing member of Ultimate GP. As such, the reporting person may have been deemed to have an indirect pecuniary interest in the shares held directly by MCP Supplemental Fund. The reporting person expressly disclaims beneficial ownership of shares held directly by MCP Supplemental Fund, except to the extent of his pecuniary interest therein.
F6These shares were held directly by Monomoy Executive Co-Investment Fund, L.P. ("Co-Investment Fund"). Monomoy GP is the general partner of Co-Investment Fund, and Ultimate GP is the general partner of Monomoy GP. The reporting person is a managing member of Ultimate GP. As such, the reporting person may have been deemed to have an indirect pecuniary interest in the shares held directly by Co-Investment Fund. The reporting person expressly disclaims beneficial ownership of shares held directly by Co-Investment Fund, except to the extent of his pecuniary interest therein.
F7These shares were held directly by MCP II. Monomoy GP II is the general partner of MCP II, and Ultimate GP is the general partner of Monomoy GP II. The reporting person is a managing member of Ultimate GP. As such, the reporting person may have been deemed to have an indirect pecuniary interest in the shares held directly by MCP II. The reporting person expressly disclaims beneficial ownership of shares held directly by MCP II, except to the extent of his pecuniary interest therein.
F8These shares were held directly by MCP Supplemental Fund II. Monomoy GP II is the general partner of MCP Supplemental Fund II, and Ultimate GP is the general partner of Monomoy GP II. The reporting person is a managing member of Ultimate GP. As such, the reporting person may have been deemed to have an indirect pecuniary interest in the shares held directly by MCP Supplemental Fund II. The reporting person expressly disclaims beneficial ownership of shares held directly by MCP Supplemental Fund II, except to the extent of his pecuniary interest therein.
F9These warrants were issued together with the shares of Series A Preferred Stock reported in Table I.