SEC Form 4 · accession 0001012975-17-000193
Alto Ingredients, Inc. · ALTO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Candlewood Investment Group, LP
10% Owner
Period of report
Mar 1, 2017
Accepted (ET)
Mar 3, 2017 · 5:11 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000778164
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 1, 2017 | J | 2,007,792 | — | D | 58,784 | I | See Footnote |
| Common StockF1,F3 | Mar 1, 2017 | J | 118,935 | — | D | 0 | I | See Footnote |
| Common StockF1,F3 | Mar 1, 2017 | J | 29,734 | — | D | 0 | I | See Footnote |
| Common StockF4 | holding | — | — | — | 3,987,194 | I | See Footnote | |
| Common StockF2 | holding | — | — | — | 900,177 | I | See Footnote | |
| Common StockF2 | holding | — | — | — | 77,292 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Voting Common StockF1,F2,F5 | — | Mar 1, 2017 | J | 1,312,160 | D | — | — | Common Stock | 1,312,160 | 38,417 | I |
| Non-Voting Common StockF1,F3,F5 | — | Mar 1, 2017 | J | 115,376 | D | — | — | Common Stock | 115,376 | 0 | I |
| Non-Voting Common StockF1,F3,F5 | — | Mar 1, 2017 | J | 28,844 | D | — | — | Common Stock | 28,844 | 0 | I |
| Non-Voting Common StockF4,F5 | — | holding | — | — | — | — | — | Common Stock | 1,797,147 | 1,797,147 | I |
| Non-Voting Common StockF2,F5 | — | holding | — | — | — | — | — | Common Stock | 201,226 | 201,226 | I |
| Non-Voting Common StockF2,F5 | — | holding | — | — | — | — | — | Common Stock | 46,298 | 46,298 | I |
Explanation of responses
- F1On March 1, 2017, three private investment funds for which Candlewood Investment Group, LP serves as investment manager (the "Investment Manager") each distributed the Issuer's securities to its investors as part of a pro rata distribution.
- F2The securities are directly held by a private investment fund for which (i) the Investment Manager serves as the investment manager and (ii) Candlewood Special Situations General, LLC (the "Fund GP") serves as the general partner. Candlewood Investment Group General, LLC (the "Manager GP") serves as the general partner of the Investment Manager. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest.
- F3The securities are directly held by a private investment fund for which the Investment Manager controls the investment manager advising such fund. The Manager GP serves as the general partner of the Investment Manager. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest.
- F4The securities are directly held by Candlewood Special Situations Master Fund, Ltd. (the "Special Situations Fund"). The Investment Manager serves as the investment manager to the Special Situations Fund, and the Fund GP serves as the general partner of the Special Situations Fund. The Manager GP serves as the general partner of the Investment Manager. Each of the Reporting Persons, other than the Special Situations Fund, disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest.
- F5The Non-Voting Common Stock are convertible on a one-for-one basis into Common Stock. However, the holder cannot convert the securities if it and any of its affiliates would, after such conversion, beneficially own greater than 9.99% of the Common Stock. The beneficial ownership of the Common Stock by the holder and its affiliates currently exceeds 9.99%, and accordingly, it cannot currently convert any of the Non-Voting Common Stock. The right to convert Non-Voting Common Stock into Common Stock does not expire.