0001104659-16-158420.txt : 20161121 0001104659-16-158420.hdr.sgml : 20161121 20161121193820 ACCESSION NUMBER: 0001104659-16-158420 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161118 FILED AS OF DATE: 20161121 DATE AS OF CHANGE: 20161121 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ACCURIDE CORP CENTRAL INDEX KEY: 0000817979 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 611109077 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ACCURIDE STREET 2: 7140 OFFICE CIRCLE CITY: EVANSVILLE STATE: IN ZIP: 47715 BUSINESS PHONE: 8129625000 MAIL ADDRESS: STREET 1: 7140 OFFICE CIRCLE CITY: EVANSVILLE STATE: IN ZIP: 47715 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cetus Capital III, L.P. CENTRAL INDEX KEY: 0001647472 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32483 FILM NUMBER: 162011529 BUSINESS ADDRESS: STREET 1: 8 SOUND SHORE DRIVE STREET 2: SUITE 303 CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-552-3500 MAIL ADDRESS: STREET 1: 8 SOUND SHORE DRIVE STREET 2: SUITE 303 CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Littlejohn Fund IV, L.P. CENTRAL INDEX KEY: 0001471569 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32483 FILM NUMBER: 162011530 BUSINESS ADDRESS: STREET 1: 8 SOUND SHORE DRIVE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: (203)552-3500 MAIL ADDRESS: STREET 1: 8 SOUND SHORE DRIVE CITY: GREENWICH STATE: CT ZIP: 06830 4 1 a4.xml 4 X0306 4 2016-11-18 1 0000817979 ACCURIDE CORP ACW 0001471569 Littlejohn Fund IV, L.P. 8 SOUND SHORE DRIVE SUITE 303 GREENWICH CT 06830 0 0 1 0 0001647472 Cetus Capital III, L.P. 8 SOUND SHORE DRIVE SUITE 303 GREENWICH CT 06830 0 0 1 0 Common Stock 2016-11-18 4 M 0 26402 0.00 A 137850 D Common Stock 2016-11-18 4 S 0 137850 2.58 D 0 D Common Stock 2016-11-18 4 S 0 2375763 2.58 D 0 D Common Stock 2016-11-18 4 S 0 4182716 2.58 D 0 D Common Stock 2016-11-18 4 S 0 1153655 2.58 D 0 D Common Stock 2016-11-18 4 S 0 477801 2.58 D 0 D Common Stock 2016-11-18 4 S 0 8650 2.58 D 0 D Common Stock 2016-11-18 4 S 0 16781 2.58 D 0 D Restricted Stock Units 2016-11-18 4 M 0 26402 0 D Common Stock 26402 0 D Pursuant to the Agreement and Plan of Merger, dated September 2, 2016 (the "Merger Agreement"), by and among the Issuer, Armor Parent Corp. and Armor Merger Corp., each restricted stock unit held by Mr. Robert E. Davis at the effective time of the transactions contemplated by the Merger Agreement was automatically vested and was converted into one share of the Issuer's Common Stock. These shares are directly owned by Robert E. Davis, who is a portfolio manager for Cetus Capital, LLC ("Cetus"), Cetus Capital II, LLC ("Cetus II"), Cetus Capital III, L.P. ("Cetus III"), Littlejohn Opportunities Master Fund LP ("Opportunities Master Fund") and SG Distressed Fund, LP ("Distressed Fund"). Mr. Davis disclaims any beneficial ownership of the shares included in this report except to the extent of his respective pecuniary interests therein, and this report shall not be deemed an admission that Mr. Davis is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. These shares are directly owned by Cetus. Littlejohn Fund III, L.P. ("Fund III"), as the sole member of Cetus, and Littlejohn Associates III, L.L.C. ("Associates III"), the general partner of Fund III, may each be deemed to be the indirect beneficial owner of these shares. Each of Fund III and Associates III disclaim any beneficial ownership of the shares included in this report except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that Fund III or Associates III is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. These shares are directly owned by Cetus II. Littlejohn Fund IV, L.P. ("Fund IV"), as the sole member of Cetus II, and Littlejohn Associates IV, L.L.C. ("Associates IV"), the general partner of Fund IV, may each be deemed to be the indirect beneficial owner of these shares. Each of Fund IV and Associates IV disclaim any beneficial ownership of the shares included in this report except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that Fund IV or Associates IV is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. These shares are directly owned by Opportunities Master Fund. Littlejohn Opportunities GP LLC ("Opportunities GP"), the general partner of Opportunities Master Fund, may be deemed to be the indirect beneficial owner of these shares. Opportunities GP disclaims any beneficial ownership of the shares included in this report except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that Opportunities GP is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. These shares are directly owned by Distressed Fund. Opportunities GP, the general partner of Distressed Fund, may be deemed to be the indirect beneficial owner of these shares. Opportunities GP disclaims any beneficial ownership of the shares included in this report except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that Opportunities GP is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. These shares are directly owned by Richard E. Maybaum, who is a portfolio manager for Cetus, Cetus II, Cetus III, Opportunities Master Fund and Distressed Fund. Mr. Maybaum disclaims any beneficial ownership of the shares included in this report except to the extent of his respective pecuniary interests therein, and this report shall not be deemed an admission that Mr. Maybaum is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. These shares are directly owned by Cetus III. Cetus III disclaims any beneficial ownership of the shares included in this report except to the extent of its pecuniary interests therein, and this report shall not be deemed an admission that Cetus III is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. Robert E. Davis, Authorized Signatory for each Reporting Person 2016-11-21