0001140361-17-025731.txt : 20170621 0001140361-17-025731.hdr.sgml : 20170621 20170621184240 ACCESSION NUMBER: 0001140361-17-025731 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170614 FILED AS OF DATE: 20170621 DATE AS OF CHANGE: 20170621 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Affinion Group Holdings, Inc. CENTRAL INDEX KEY: 0001404624 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 161732155 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6 HIGH RIDGE PARK CITY: STAMFORD STATE: CT ZIP: 06905 BUSINESS PHONE: (203) 956-1000 MAIL ADDRESS: STREET 1: 6 HIGH RIDGE PARK CITY: STAMFORD STATE: CT ZIP: 06905 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ELLIOTT ASSOCIATES, L.P. CENTRAL INDEX KEY: 0000904495 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-55577 FILM NUMBER: 17923733 BUSINESS ADDRESS: STREET 1: 40 WEST 57TH STREET STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125062999 MAIL ADDRESS: STREET 1: 40 WEST 57TH STREET STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER NAME: FORMER CONFORMED NAME: ELLIOTT ASSOCIATES LP DATE OF NAME CHANGE: 19930513 3 1 doc1.xml FORM 3 X0206 3 2017-06-14 0 0001404624 Affinion Group Holdings, Inc. AFGR 0000904495 ELLIOTT ASSOCIATES, L.P. 40 WEST 57TH STREET, 30TH FLOOR NEW YORK NY 10019 0 0 0 1 Member of 10% owner group (1) Common Stock, par value $0.01 per share 136000 D Warrant (Right to Buy) 0.01 2022-11-10 Common Stock, $0.01 par value 626030 D This Form 3 is filed by Elliott Associates, L.P. (the "Reporting Person"). The Reporting Person may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding common stock. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein. Prior to receiving consent from the North Dakota Insurance Commissioner on June 14, 2017, the Reporting Persons and their affiliates were prevented from exercising the Warrants to the extent that after giving effect to such exercise, the Reporting Persons and their affiliates would beneficially own in excess of 9.9% of the shares of Common Stock outstanding immediately after giving effect to such exercise. /s/ Elliot Greenberg, Vice President of Braxton Associates, Inc., as General Partner of Elliott Capital Advisors, L.P., as General Partner, of Elliott Associates, L.P. 2017-06-21