SEC Form 3 · accession 0000950142-17-001662
CASTLE A M & CO · CTAM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Corre Partners Management, LLC
10% Owner
Period of report
Aug 31, 2017
Accepted (ET)
Sep 11, 2017 · 5:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000018172
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | holding | — | — | — | 234,554 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 5.00% / 7.00% Convertible Senior Secured Notes due 2022F1,F3,F2 | — | holding | — | — | — | — | — | Common Stock | 6,430,446 | — | I |
Explanation of responses
- F1These securities are directly owned by Corre Opportunities Qualified Master Fund, LP (the "Qualified Master Fund"), Corre Opportunities II Master Fund, LP (the "COII Master Fund") and Corre Opportunities Fund, LP (the "Fund" and, together with the Qualified Master Fund and the COII Master Fund, the "Funds") and may be deemed to be beneficially owned by Corre Partners Management, LLC ("Corre Partners"). Corre Partners Advisors, LLC (the "General Partner") serves as the general partner of the Funds and Corre Partners has been delegated investment authority over the assets of the Funds by the General Partner.
- F2The Issuer's 5.00% / 7.00% Convertible Senior Secured PIK Toggle Notes due 2022 (the "Convertible Notes") are convertible at the election of the holder at any time prior to the close of business on the trading day immediately preceding August 31, 2022, the maturity date for the Convertible Notes.
- F3Upon conversion of the Convertible Notes, the settlement of the conversion right may, at the option of the A.M. Castle & Co. (the "Issuer"), be in the form of shares of common stock, par value $0.01 per share ("Common Stock"), cash or a combination of cash and shares of Common Stock. The Reporting Persons disclaim beneficial ownership of any shares of Common Stock that they might receive upon conversion of the Convertible Notes. The Convertible Notes are convertible into shares of Common Stock at an initial conversion rate of 0.2654 shares of Common Stock per $1.00 principal amount of Convertible Notes (subject to adjustment in certain circumstances in accordance with the terms of the Convertible Notes).