0001193805-17-000896.txt : 20170516 0001193805-17-000896.hdr.sgml : 20170516 20170516215253 ACCESSION NUMBER: 0001193805-17-000896 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170514 FILED AS OF DATE: 20170516 DATE AS OF CHANGE: 20170516 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KATY INDUSTRIES INC CENTRAL INDEX KEY: 0000054681 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 751277589 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11840 WESTLINE INDUSTRIAL DRIVE STREET 2: SUITE 200 CITY: ST LOUIS STATE: MO ZIP: 63146 BUSINESS PHONE: 3146564321 MAIL ADDRESS: STREET 1: 11840 WESTLINE INDUSTRIAL DRIVE STREET 2: SUITE 200 CITY: ST LOUIS STATE: MO ZIP: 63146 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VPC SBIC GP, LLC CENTRAL INDEX KEY: 0001682724 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05558 FILM NUMBER: 17850202 BUSINESS ADDRESS: STREET 1: C/O VICTORY PARK CAPITAL ADVISORS, LLC STREET 2: 227 W. MONROE STREET, SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312.705.2786 MAIL ADDRESS: STREET 1: C/O VICTORY PARK CAPITAL ADVISORS, LLC STREET 2: 227 W. MONROE STREET, SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60606 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VPC SBIC I, LP CENTRAL INDEX KEY: 0001556620 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05558 FILM NUMBER: 17850203 BUSINESS ADDRESS: STREET 1: 227 W. MONROE STREET, SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312-701-1777 MAIL ADDRESS: STREET 1: 227 W. MONROE STREET, SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60606 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Victory Park Capital Advisors, LLC CENTRAL INDEX KEY: 0001413834 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05558 FILM NUMBER: 17850204 BUSINESS ADDRESS: STREET 1: 227 WEST MONROE STREET, SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312-479-4947 MAIL ADDRESS: STREET 1: 227 WEST MONROE STREET, SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60606 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Levy Richard N CENTRAL INDEX KEY: 0001413810 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05558 FILM NUMBER: 17850205 MAIL ADDRESS: STREET 1: 227 WEST MONROE STREET, SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60606 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jacob Capital, L.L.C. CENTRAL INDEX KEY: 0001413809 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05558 FILM NUMBER: 17850206 BUSINESS ADDRESS: STREET 1: 227 WEST MONROE STREET, SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312-479-4947 MAIL ADDRESS: STREET 1: 227 WEST MONROE STREET, SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60606 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Victory Park Management, LLC CENTRAL INDEX KEY: 0001682694 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05558 FILM NUMBER: 17850207 BUSINESS ADDRESS: STREET 1: C/O VICTORY PARK CAPITAL ADVISORS, LLC STREET 2: 227 W. MONROE STREET, SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312.705.2786 MAIL ADDRESS: STREET 1: C/O VICTORY PARK CAPITAL ADVISORS, LLC STREET 2: 227 W. MONROE STREET, SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60606 4 1 e616175_4-katy.xml OWNERSHIP DOCUMENT X0306 4 2017-05-14 0 0000054681 KATY INDUSTRIES INC KATY 0001413834 Victory Park Capital Advisors, LLC 227 W. MONROE STREET, SUITE 3900 CHICAGO IL 60606 0 0 1 1 Possible member of 10% group 0001556620 VPC SBIC I, LP 227 W. MONROE STREET, SUITE 3900 CHICAGO IL 60606 0 0 1 1 Possible member of 10% group 0001682724 VPC SBIC GP, LLC 227 W. MONROE STREET, SUITE 3900 CHICAGO IL 60606 0 0 1 1 Possible member of 10% group 0001682694 Victory Park Management, LLC 227 W. MONROE STREET, SUITE 3900 CHICAGO IL 60606 0 0 1 1 Possible member of 10% group 0001413809 Jacob Capital, L.L.C. 227 W. MONROE STREET, SUITE 3900 CHICAGO IL 60606 0 0 1 1 Possible member of 10% group 0001413810 Levy Richard N 227 W. MONROE STREET, SUITE 3900 CHICAGO IL 60606 0 0 1 1 Possible member of 10% group Convertible Debt 2017-05-14 4 J 0 0 0 D Common Stock 24000000 I By Jansan Acquisition LLC The Term Loans (as defined below) are convertible into a number of shares of the Issuer's common stock equal to the amount of (x) the principal and accrued but unpaid interest under the term loans being converted, divided by (y) approximately $0.069732561 (as such amount is proportionately adjusted for stock splits, reverse stock splits, stock combinations, stock dividends and other distributions and recapitalizations affecting the capital stock of the Issuer); provided that the Term Loans may not be converted into common stock until the Issuer has reduced the par value of its common stock to an amount less than or equal to the conversion price. Subject to the proviso in the preceding sentence, the Term Loans will be convertible for so long as such indebtedness remains outstanding. The Term Loans bear "PIK" interest at the rate of 12.00% per annum. The reported transaction involved the contribution of an aggregate of $28,570,774 of convertible term loans (the "Term Loans") under the Issuer's second lien credit facility (the "Second Lien Credit Facility") outstanding as of the date of the reported transaction, including $21,000,000 principal amount of Term Loans held by VPC SBIC I, LP (the "SBIC Fund"), $3,000,000 principal amount of Term Loans held by an unaffiliated third party and accrued but unpaid interest under the Term Loans, to Jansan Acquisition, LLC ("Jansan"), a newly formed Delaware limited liability company, in exchange for equity interest in Jansan. In accordance with Instructions 3(c) and 4(b)(iv) to Form 4, the entire face amount of the Term Loans held by Jansan is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. This Form 4 is being filed by Victory Park Capital Advisors, LLC ("VPC Advisors") as well as the entities listed on the Joint Filer Information Statement attached as an exhibit hereto (the "Reporting Persons"). VPC Advisors is the investment manager of the SBIC Fund. VPC SBIC GP, LLC (the "SBIC GP") is the general partner of the SBIC Fund. Jacob Capital L.L.C. ("Jacob Capital") is the manager of the SBIC GP and the sole manager of VPC Advisors. Richard Levy ("Levy") is the sole member of Jacob Capital. /s/ Scott R. Zemnick, General Counsel 2017-05-16 EX-99 2 e616175_ex99.htm

 

Joint Filer Information

 

Names: VPC SBIC I, LP, VPC SBIC GP, LLC, Jacob Capital, L.L.C., Victory Park Management, LLC and Richard Levy
   
Address:

227 West Monroe Street, Suite 3900

Chicago, Illinois 60606

   
Designated Filer: Victory Park Capital Advisors, LLC
   
Issuer and Ticker Symbol: Katy Industries, Inc. [KATY]
   

Date of earliest transaction

Required to be reported:

 May 14, 2017

 

The undersigned, VPC SBIC I, LP, VPC SBIC GP, LLC, Jacob Capital, L.L.C., Victory Park Management, LLC and Richard Levy, are jointly filing the attached Statement of Changes in Beneficial Ownership on Form 4 with Victory Park Capital Advisors, LLC with respect to the beneficial ownership of securities of Katy Industries, Inc.

 

Signatures:

 

VPC SBIC I, LP

 

By: VPC SBIC GP, LLC, its General Partner

By: Jacob Capital L.L.C., its manager

 

By: /s/ Richard Levy

Name: Richard Levy

Its: Sole Member

 

VPC SBIC GP, LLC

 

By: Jacob Capital L.L.C., its manager

 

By: /s/ Richard Levy

Name: Richard Levy

Its: Sole Member

VICTORY PARK MANAGEMENT, LLC

 

By: /s/ Scott R. Zemnick

Name: Scott R. Zemnick

Title: Manager

 

JACOB CAPITAL, L.L.C.

 

By: /s/ Richard Levy

Name: Richard Levy

Title: Sole Member

 

 

/s/ Richard Levy

Richard Levy