A.M. Castle & Co.
|
(Name of Issuer)
|
|
Common Stock, $0.01 par value
|
(Title of Class of Securities)
|
|
148411 309
|
(CUSIP Number)
|
|
John Barrett
Corre Partners Management, LLC
12 East 49th Street, 40th Floor
New York, NY 10017
(646-863-7152)
|
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications) |
|
February 27, 2020
|
(Date of Event which Requires Filing of this Statement)
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CUSIP No. 148411 309
|
SCHEDULE 13D
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Page 2 of 11
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Corre Opportunities Qualified Master Fund, LP
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
233,472
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
233,472
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
233,472
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.4%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
|
CUSIP No. 148411 309
|
SCHEDULE 13D
|
Page 3 of 11
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Corre Partners Advisors, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
233,472
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
233,472
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
233,472
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.4%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
|
CUSIP No. 148411 309
|
SCHEDULE 13D
|
Page 4 of 11
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Corre Partners Management, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
233,472
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
233,472
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
233,472
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.4%
|
|
14
|
TYPE OF REPORTING PERSON
IA
|
|
CUSIP No. 148411 309
|
SCHEDULE 13D
|
Page 5 of 11
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
John Barrett
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
233,472
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
233,472
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
233,472
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.4%
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
|
CUSIP No. 148411 309
|
SCHEDULE 13D
|
Page 6 of 11
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Eric Soderlund
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
233,472
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
233,472
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
233,472
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.4%
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
|
CUSIP No. 148411 309
|
SCHEDULE 13D
|
Page 7 of 11
|
CUSIP No. 148411 309
|
SCHEDULE 13D
|
Page 8 of 11
|
CUSIP No. 148411 309
|
SCHEDULE 13D
|
Page 9 of 11
|
(a) |
As of the date hereof, Qualified Master Fund may be deemed to be the beneficial owner of 233,472 shares of Common Stock, constituting 6.4% of the outstanding shares of Common
Stock.
|
CUSIP No. 148411 309
|
SCHEDULE 13D
|
Page 10 of 11
|
(b) |
See facing pages for each Reporting Person.
|
(c) |
Information with respect to all transactions in the shares beneficially owned by the Reporting Persons that were effected during the past sixty days is set forth in Item 4.
|
(d) |
None.
|
(e) |
Not applicable.
|
Exhibit 5
|
Joint Filing Agreement between Corre Opportunities Qualified Master Fund, LP, Corre Partners Advisors, LLC, Corre Partners Management, LLC, Mr. John
Barrett and Mr. Eric Soderlund.
|
|
|
Exhibit 6
|
Form of Support Agreement between A.M. Castle & Co. and holders who, in the aggregate, hold in excess of 96% of the Company’s outstanding
5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (incorporated by reference to Exhibit 10.1 to A.M. Castle & Co.’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 27, 2020 (File No.
1-5415).
|
CUSIP No. 148411 309
|
SCHEDULE 13D
|
Page 11 of 11
|
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Corre Opportunities Qualified Master Fund, LP
|
|
|
|
|
|
|
|
By:
|
/s/ Eric Soderlund
|
|
|
|
Name: Eric Soderlund
|
|
|
|
Title: Authorized Signatory
|
|
|
|
|
|
|
|
|
|
|
Corre Partners Advisors, LLC
|
|
|
|
|
|
|
|
By:
|
/s/ Eric Soderlund
|
|
|
|
Name: Eric Soderlund
|
|
|
|
Title: Authorized Signatory
|
|
|
|
|
|
|
|
|
|
|
Corre Partners Management, LLC
|
|
|
|
|
|
|
|
By:
|
/s/ Eric Soderlund
|
|
|
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Name: Eric Soderlund
|
|
|
|
Title: Authorized Signatory
|
|
|
|
|
|
|
By:
|
/s/ Eric Soderlund
|
|
|
|
Eric Soderlund
|
|
|
|
|
|
|
|
|
|
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By:
|
/s/ John Barrett
|
|
|
|
John Barrett
|
|
|
Corre Opportunities Qualified Master Fund, LP
|
|
|
|
|
|
|
|
By:
|
/s/ Eric Soderlund
|
|
|
|
Name: Eric Soderlund
|
|
|
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Title: Authorized Signatory
|
|
|
|
|
|
|
|
|
|
|
Corre Partners Advisors, LLC
|
|
|
|
|
|
|
|
By:
|
/s/ Eric Soderlund
|
|
|
|
Name: Eric Soderlund
|
|
|
|
Title: Authorized Signatory
|
|
|
|
|
|
|
|
|
|
|
Corre Partners Management, LLC
|
|
|
|
|
|
|
|
By:
|
/s/ Eric Soderlund
|
|
|
|
Name: Eric Soderlund
|
|
|
|
Title: Authorized Signatory
|
|
|
By:
|
/s/ Eric Soderlund
|
|
|
|
Eric Soderlund
|
|
|
|
|
|
|
|
|
|
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By:
|
/s/ John Barrett
|
|
|
|
John Barrett
|
|