SEC Form 4 · accession 0000902664-15-000379
NewPage Holdings Inc. · [NONE]
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jan 28, 2015
Accepted (ET)
Jan 30, 2015 · 5:04 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001578086
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3,F1,F2 | Jan 28, 2015 | U | 1,266,092 | — | D | 0 | I | See footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Centerbridge Credit GP Investors, L.L.C. ("CCGPI") is the general partner of Centerbridge Credit Partners General Partner, L.P. which is the general partner of Centerbridge Credit Partners, L.P. and Centerbridge Credit Partners TE Intermediate I, L.P. Centerbridge Credit Offshore GP Investors, L.L.C. ("CCOGP") is the general partner of Centerbridge Credit Partners Offshore General Partner, L.P., which is the general partner of Centerbridge Credit Partners Master, L.P. Centerbridge Special GP Investors, L.L.C. ("CSGPI") is the general partner of Centerbridge Special Credit Partners General Partner, L.P., which is the general partner of CSCP. Centerbridge Special GP Investors II, L.L.C ("CSGPI-II") is the general partner of Centerbridge Special Credit Partners General Partner II, L.P., which is the general partner of Centerbridge Special Credit Partners II, L.P. (collectively with the foregoing, the "Centerbridge Funds").
- F2Mark T. Gallogly and Jeffrey H. Aronson are the managing members of CCGPI, CCOGP, CSGPI and CSGPI-II. Mark T. Gallogly and Jeffrey H. Aronson each disclaim beneficial ownership of the shares of Common Stock beneficially owned by the Centerbridge Funds.
- F3On January 3, 2014, NewPage Holdings Inc. (the "Company"), Verso Paper Corp., currently named Verso Corporation ("Verso") and Verso Merger Sub Inc., an indirect, wholly owned subsidiary of Verso ("Merger Sub") entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which Merger Sub merged with and into the Company on the terms and subject to the conditions set forth in the Merger Agreement, with the Company surviving the merger as an indirect, wholly owned subsidiary of Verso (the "Merger"). On January 28, 2015, the Reporting Persons' shares were disposed of in exchange for the Merger consideration.
Remarks
Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.