FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 02/26/2010 |
3. Issuer Name and Ticker or Trading Symbol
ACCURIDE CORP [ AURDQ.OB ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock, par value $0.01 | 14,921,970 | I | See Footnotes(1)(2)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
7.5% Convertible Note | 02/26/2010 | 02/26/2020 | Common Stock, par value $0.01 | 10,668,973 | $0.75 | I | See Footnotes(4)(5) |
Warrant (right to buy) | 02/26/2010 | 02/26/2012 | Common Stock, par value $0.01 | 270,547 | $2.1 | I | See Footnotes(6)(7) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Includes (i) 189 shares held by Sankaty Credit Opportunities, L.P. ("SCO"), whose sole general partner is Sankaty Credit Opportunities Investors, LLC ("SCI"), whose managing member is Sankaty Credit Member, LLC ("SCM"), (ii) 223,771 shares owned by Sankaty Credit Opportunities II, L.P, ("SCO II"), whose general partner is Sankaty Credit Opportunities Investors II, LLC ("SCI II"), whose managing member is SCM, (iii) 3,930,404 shares owned by Sankaty Credit Opportunities III, L.P. ("SCO III"), whose sole general partner is Sankaty Credit Opportunities Investors III, LLC ("SCI III"), whose sole managing member is SCM and (iv) 3,606,227 shares held by Sankaty Credit Opportunities IV, L.P. ("SCO IV"), whose sole general partner is Sankaty Credit Opportunites Investors IV, LLC ("SCI IV"). (Continue in Footnote 2) whose managing member is SCM. |
2. Jonathan S. Lavine is the managing member of SCM and as a result may be deemed to share voting and dispositive power with respect to the shares held by SCO, SCO II, SCO III and SCO IV. Mr. Lavine, and each of the entities noted above, disclaims beneficial ownership of shares except to the extent of their respective pecuniary interests therein. |
3. Incudes 4,646,561 shares owned by Sankaty Credit Opportunities (Offshore) IV, L.P. ("SCOO IV"), whose sole general partner is Sankaty Credit Opportunities Investors (Offshore) IV, L.P. ("SCIO IV"), whose sole general partner Sankaty Credit Member (Offshore), Ltd ("SCMO"). Jonathan S. Lavine is the sole director of SCMO and as a result may be deemed to share voting and dispositive power with respect to the shares held by SCOO IV. Mr. Lavine, and each of the entities noted above, disclaims beneficial ownership of shares except to the extent of their respective pecuniary interests therein. |
4. Includes Notes convertible into (i) 312,072 shares owned by SCO II, (ii) 5,594,900 shares owned by SCO III, (iii) 511,387 shares owned SCO IV and (iv) 3,590,612 shares owned by Prospect Harbor Credit Partners, L.P. ("PH"), whose sole general partner is Prospect Harbor Investors, LLC ("PHI"), whose managing member is SCM. Mr. Lavine is the managing member of SCM and as a result may be deemed to share voting and dispositive power with respect to the shares held by SCO II, SCO III, SCO IV and PH. Mr. Lavine, and each of the entities noted above, disclaims beneficial ownership of shares except to the extent of their respective pecuniary interests therein. |
5. Includes Notes convertible into 660,002 shares owned by SCOO IV. Mr. Lavine is the sole director of SCMO and as a result may be deemed to share voting and dispositive power power with respect to the shares held by SCOO IV. Mr. Lavine, and each of the entities noted above, disclaims beneficial ownership of shares except to the extent of their respective pecuniary interests therein. |
6. Includes Warrants convertible into (i) 2,568 shares owned by SCO, (ii) 70,495 shares owned by SCO II, (iii) 160,122 shares owned by SCO III and (iv) 16,286 shares owned by SCO IV. Mr. Lavine is the managing member of SCM and as a result may be deemed to share voting and dispositive power with respect to the shares held by SCO, SCO II, SCO III and SCO IV. Mr. Lavine, and each of the entities noted above, disclaims beneficial ownership of shares except to the extent of their respective pecuniary interests therein. |
7. Includes Warrants convertible into 21,076 shares owned by SCOO IV. Mr. Lavine is the sole director of SCMO and as a result may be deemed to share voting and dispositive power power with respect to the shares held by SCOO IV. Mr. Lavine, and each of the entities noted above, disclaims beneficial ownership of shares except to the extent of their respective pecuniary interests therein. |
Remarks: |
Form 2 of 2 |
/s/ Jonathan Lavine | 03/02/2010 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |