0000899243-19-010567.txt : 20190412 0000899243-19-010567.hdr.sgml : 20190412 20190412144350 ACCESSION NUMBER: 0000899243-19-010567 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190410 FILED AS OF DATE: 20190412 DATE AS OF CHANGE: 20190412 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Iaccarino Michael L CENTRAL INDEX KEY: 0001376989 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-55577 FILM NUMBER: 19746105 MAIL ADDRESS: STREET 1: 17655 WATERVIEW PARKWAY CITY: DALLAS STATE: TX ZIP: 75252 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Affinion Group Holdings, Inc. CENTRAL INDEX KEY: 0001404624 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 161732155 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6 HIGH RIDGE PARK CITY: STAMFORD STATE: CT ZIP: 06905 BUSINESS PHONE: (203) 956-1000 MAIL ADDRESS: STREET 1: 6 HIGH RIDGE PARK CITY: STAMFORD STATE: CT ZIP: 06905 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-04-10 0 0001404624 Affinion Group Holdings, Inc. AFGR 0001376989 Iaccarino Michael L C/O AFFINION GROUP HOLDINGS, INC. 6 HIGH RIDGE PARK STAMFORD CT 06905 1 0 0 0 Common Stock 2019-04-10 4 D 0 9804 D 0 D Right to Receive Warrants 2019-04-10 4 A 0 880 A Warrants to Purchase Common Stock 880 880 D On April 10, 2019, AGHI Merger Sub, Inc., a direct wholly owned subsidiary of Affinion Group Holdings, Inc. (the "Issuer"), merged with and into the Issuer with the Issuer as the surviving entity (the "Merger"). As a result of the Merger, each holder of the previously granted restricted stock units ("RSUs") that have not yet settled into shares of the Issuer's common stock, par value $0.01 per share ("Existing Common Stock") converted into the right to receive 0.089809 warrants ("New Investor Warrants") to purchase the Issuer's new common stock, par value $0.000001 ("New Common Stock") per RSU upon settlement of the RSUs, which will take place on the earlier of a (i) Change of Control (as defined in the Restricted Stock Unit Agreement for Directors) or (ii) the third anniversary of the date of grant of the RSUs, which was October 24, 2017. (Continued from Footnote 2) Initially, each New Investor Warrant will be exercisable for one share of New Common Stock at an exercise price of $67.12. The New Investor Warrants will be immediately exercisable upon issuance at the option of the holders thereof, and will be mandatorily redeemable by the Issuer on the fifth year anniversary of the initial issuance thereof, for $0.01 per share. /s/ Michael L. Iaccarino 2019-04-12