0001144204-19-035772.txt : 20190724 0001144204-19-035772.hdr.sgml : 20190724 20190724172314 ACCESSION NUMBER: 0001144204-19-035772 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190723 FILED AS OF DATE: 20190724 DATE AS OF CHANGE: 20190724 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vintage Capital Management LLC CENTRAL INDEX KEY: 0001511498 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36876 FILM NUMBER: 19971790 BUSINESS ADDRESS: STREET 1: 4705 S APOPKA VINELAND ROAD SUITE 210 CITY: ORLANDO STATE: FL ZIP: 32819 BUSINESS PHONE: 407-909-8015 MAIL ADDRESS: STREET 1: 4705 S APOPKA VINELAND ROAD SUITE 210 CITY: ORLANDO STATE: FL ZIP: 32819 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KAHN CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0001099408 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36876 FILM NUMBER: 19971791 BUSINESS ADDRESS: STREET 1: 4705 S. APOPKA VINELAND ROAD STREET 2: SUITE 210 CITY: ORLANDO STATE: FL ZIP: 32819 BUSINESS PHONE: (407) 876-0279 MAIL ADDRESS: STREET 1: 4705 S. APOPKA VINELAND ROAD STREET 2: SUITE 210 CITY: ORLANDO STATE: FL ZIP: 32819 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KAHN BRIAN RANDALL CENTRAL INDEX KEY: 0001455976 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36876 FILM NUMBER: 19971792 MAIL ADDRESS: STREET 1: 5506 WORSHAM COURT CITY: WINDERMERE STATE: FL ZIP: 34786 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Babcock & Wilcox Enterprises, Inc. CENTRAL INDEX KEY: 0001630805 STANDARD INDUSTRIAL CLASSIFICATION: HEATING EQUIPMENT, EXCEPT ELECTRIC & WARM AIR FURNACES [3433] IRS NUMBER: 472783641 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 20 S. VAN BUREN AVENUE CITY: BARBERTON STATE: OH ZIP: 44203 BUSINESS PHONE: 3307534511 MAIL ADDRESS: STREET 1: 20 S. VAN BUREN AVENUE CITY: BARBERTON STATE: OH ZIP: 44203 4 1 tv525828_form4.xml FORM 4 X0306 4 2019-07-23 0 0001630805 Babcock & Wilcox Enterprises, Inc. BW 0001511498 Vintage Capital Management LLC 4705 S APOPKA VINELAND ROAD SUITE 206 ORLANDO FL 32819 1 0 1 0 0001099408 KAHN CAPITAL MANAGEMENT LLC 4705 S APOPKA VINELAND ROAD SUITE 206 ORLANDO FL 32819 1 0 1 0 0001455976 KAHN BRIAN RANDALL 4705 S APOPKA VINELAND ROAD SUITE 206 ORLANDO FL 32819 1 0 1 0 Common Stock 2019-07-23 4 P 0 107207856 0.30 A 157047440 I Please see footnotes Represents shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock"), issued pursuant to an Exchange and Purchase Agreement, dated as of July 23, 2019, between the Issuer and Vintage Capital Management, LLC, a Delaware limited liability company ("Vintage Capital"), pursuant to which Vintage Capital cancelled the principal balance of its interest in the Issuer's Tranche A-1 Term Loan totaling $32,162,356.81 under the Issuer's Credit Agreement, dated as of May 11, 2015, among the Issuer, as the borrower, Bank of America, N.A., as Administrative Agent, and the other lenders party thereto, in exchange for newly issued shares of Common Stock at a price per share equal to $0.30. In addition to Vintage Capital, this Form 4 is being filed jointly by Kahn Capital Management, LLC, a Delaware limited liability company ("Kahn Capital"), and Brian R. Kahn, a citizen of the United States of America, each of whom has the same business address as Vintage Capital. (Continued from footnote 2) Kahn Capital, as a member and the majority owner of Vintage Capital, may be deemed to have the power to direct the voting and disposition of the shares of Common Stock beneficially owned by Vintage Capital, and may be deemed to be the indirect beneficial owner of such shares. Kahn Capital disclaims beneficial ownership of such shares for all other purposes, except to the extent of its pecuniary interest therein. Mr. Kahn, as the manager of each of Vintage Capital and Kahn Capital, may be deemed to have the power to direct the voting and disposition of the shares of Common Stock beneficially owned by Vintage Capital, and may be deemed to be the indirect beneficial owner of such shares. Mr. Kahn disclaims beneficial ownership of such shares for all other purposes, except to the extent of his pecuniary interest therein. Vintage Capital Management, LLC, by: /s/ Brian R. Kahn 2019-07-24 Kahn Capital Management, LLC, by: /s/ Brian R. Kahn 2019-07-24 /s/ Brian R. Kahn 2019-07-24