0001104659-16-154974.txt : 20161104 0001104659-16-154974.hdr.sgml : 20161104 20161104191935 ACCESSION NUMBER: 0001104659-16-154974 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161102 FILED AS OF DATE: 20161104 DATE AS OF CHANGE: 20161104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Acushnet Holdings Corp. CENTRAL INDEX KEY: 0001672013 STANDARD INDUSTRIAL CLASSIFICATION: [3949] IRS NUMBER: 455644353 STATE OF INCORPORATION: DE FISCAL YEAR END: 1102 BUSINESS ADDRESS: STREET 1: 333 BRIDGE STREET CITY: FAIRHAVEN STATE: MA ZIP: 02719 BUSINESS PHONE: 800-225-8500 MAIL ADDRESS: STREET 1: 333 BRIDGE STREET CITY: FAIRHAVEN STATE: MA ZIP: 02719 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WB Atlas LLC CENTRAL INDEX KEY: 0001688460 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37935 FILM NUMBER: 161976267 BUSINESS ADDRESS: STREET 1: 6TH FLOOR, SEOUL FINANCE CENTER STREET 2: 84 TAEPYUNGRO 1 GA CITY: JUNG-GU, SEOUL STATE: M5 ZIP: 04520 BUSINESS PHONE: 82-2-6730-1200 MAIL ADDRESS: STREET 1: 6TH FLOOR, SEOUL FINANCE CENTER STREET 2: 84 TAEPYUNGRO 1 GA CITY: JUNG-GU, SEOUL STATE: M5 ZIP: 04520 4 1 a4.xml 4 X0306 4 2016-11-02 0 0001672013 Acushnet Holdings Corp. GOLF 0001688460 WB Atlas LLC 6TH FL., SEOUL FINANCE CENTER, 136, SEJONG-DAERO, JUNG-GU SEOUL M5 04520 KOREA, REPUBLIC OF 0 0 0 1 10% Group Common Stock 2016-11-02 4 C 0 4149711 A 4149717 I See Footnotes Common Stock 2016-11-02 4 C 0 2074851 A 6224568 I See Footnotes Common Stock 2016-11-02 4 S 0 4029099 17.00 D 2195469 I See Footnotes 7.5% Convertible Notes due 2021 2016-11-02 4 C 0 4149711 D Common Stock 4149711 0 I See Footnote Series A Preferred Stock 2016-11-02 4 C 0 2074851 D Common Stock 2074851 0 I See Footnote Represents shares of common stock of Acushnet Holdings Corp. ("Acushnet") owned by WB Atlas LLC, an investment vehicle of Woori-Blackstone Korea Opportunity Private Equity Fund 1. Voting and investment decisions over the shares of common stock of Acushnet owned by WB Atlas LLC are made by the investment committees of Woori-Blackstone Korea Opportunity Private Equity Fund 1, which is jointly managed by Woori Private Equity Co., Ltd. and Blackstone Korea Advisors Limited as general partners. Such committees disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. Both the 7.5% convertible notes due 2021 (the "Convertible Notes") and the Series A redeemable convertible preferred stock (the "Convertible Preferred Stock") automatically converted into shares of common stock of Acushnet on November 2, 2016. The Convertible Notes converted into an amount of shares of common stock derived by dividing the outstanding unpaid principal amount of the Convertible Notes by $11.11. The Convertible Preferred Stock converted on a one share of Convertible Preferred Stock for nine shares of common stock basis. WB Atlas LLC has entered into a Shareholders' Agreement dated as of October 26, 2016 and effective on November 2, 2016 by and among Odin 3, LLC, Odin 4, LLC, WB Atlas LLC, Neoplux No. 1 Private Equity, Fila Korea Ltd. and Magnus Holdings Co. Ltd. By reason of certain provisions included in the Shareholders' Agreement, Odin 3, LLC, Odin 4, LLC, Mirae Asset Partners Private Equity Fund VII, WB Atlas LLC and Woori-Blackstone Korea Opportunity Private Equity Fund 1 may be deemed to be members of a group ("Group") within the meaning of Rule 13d-5(b) promulgated under the Securities Exchange Act of 1934, as amended, with regard to their respective interests in the equity securities of Acushnet. The amount of Acushnet's securities held by Woori-Blackstone Korea Opportunity Private Equity Fund 1 and WB Atlas LLC as reported in this Form 4 does not include the holdings of the other parties to the Group. Woori-Blackstone Korea Opportunity Private Equity Fund 1 and WB Atlas LLC disclaim any pecuniary interest in the Acushnet securities beneficially owned by the other parties to the Group. /s/ Heidi Steele, as Attorney-in-Fact 2016-11-04