4//SEC Filing
Affinion Group Holdings, Inc. 4
Accession 0000902664-17-002321
CIK 0001404624operating
Filed
May 11, 8:00 PM ET
Accepted
May 12, 4:12 PM ET
Size
17.2 KB
Accession
0000902664-17-002321
Insider Transaction Report
Form 4
Transactions
- Award
Warrants
2017-05-10+148,722→ 150,462 total(indirect: See footnote)Exercise: $0.01→ Common Stock (148,722 underlying) - Award
Warrants
2017-05-10+1,740→ 1,740 total(indirect: See footnote)Exercise: $0.01→ Common Stock, par value $0.01 per share (the "Common Stock") (1,740 underlying) - Award
Warrants
2017-05-10+385,938→ 536,400 total(indirect: See footnote)Exercise: $0.01→ Common Stock (385,938 underlying)
P EMP Ltd.
10% Owner
Transactions
- Award
Warrants
2017-05-10+1,740→ 1,740 total(indirect: See footnote)Exercise: $0.01→ Common Stock, par value $0.01 per share (the "Common Stock") (1,740 underlying) - Award
Warrants
2017-05-10+148,722→ 150,462 total(indirect: See footnote)Exercise: $0.01→ Common Stock (148,722 underlying) - Award
Warrants
2017-05-10+385,938→ 536,400 total(indirect: See footnote)Exercise: $0.01→ Common Stock (385,938 underlying)
Meron Amos
10% Owner
Transactions
- Award
Warrants
2017-05-10+1,740→ 1,740 total(indirect: See footnote)Exercise: $0.01→ Common Stock, par value $0.01 per share (the "Common Stock") (1,740 underlying) - Award
Warrants
2017-05-10+148,722→ 150,462 total(indirect: See footnote)Exercise: $0.01→ Common Stock (148,722 underlying) - Award
Warrants
2017-05-10+385,938→ 536,400 total(indirect: See footnote)Exercise: $0.01→ Common Stock (385,938 underlying)
Empyrean Capital Partners, LP
10% Owner
Transactions
- Award
Warrants
2017-05-10+1,740→ 1,740 total(indirect: See footnote)Exercise: $0.01→ Common Stock, par value $0.01 per share (the "Common Stock") (1,740 underlying) - Award
Warrants
2017-05-10+148,722→ 150,462 total(indirect: See footnote)Exercise: $0.01→ Common Stock (148,722 underlying) - Award
Warrants
2017-05-10+385,938→ 536,400 total(indirect: See footnote)Exercise: $0.01→ Common Stock (385,938 underlying)
Footnotes (6)
- [F1]The Warrants are exercisable at any time on any business day after May 10, 2017 and on or before the expiration date.
- [F2]The expiration date is the earlier to occur of (i) November 10, 2022 and (ii) 5 Business Days following notice that a Sale (as defined in the Warrant Agreement dated as of May 10, 2017 by and between the Company and American Stock Transfer & Trust Company, LLC pursuant to which the Warrants were issued (the "Warrant Agreement")) of the Company had occurred, if the holder of the Warrant has not received prior notice pursuant to the terms of the Warrant Agreement.
- [F3]Issued along with $515,860 principal amount of the Issuer's Senior Cash 12.5% / PIK Step-Up to 15.5% Notes due 2022 in exchange for $500,000 principal amount of the Issuer's 7.875% Senior Notes due 2018 plus accrued interest thereon.
- [F4]The securities reported herein are owned of record by (i) Empyrean Capital Overseas Master Fund, Ltd. and (ii) P EMP Ltd. (collectively, the "Empyrean Clients"). Empyrean Capital Partners, LP (the "Investment Manager") serves as the investment adviser to the Empyrean Clients. Empyrean Capital, LLC serves as the general partner of the Investment Manager. Amos Meron is the managing member of Empyrean Capital, LLC, and as such may be deemed to have beneficial ownership of the securities held directly by the Empyrean Clients. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
- [F5]Issued in connection with the acquisition of $44,130,896 principal amount of the Issuer's Senior Cash 12.5% / PIK Step-Up to 15.5% Notes due 2022, which were purchased at $41,005,982 and which reflects premiums to the Reporting Persons in the aggregate amount of $3,124,913.
- [F6]Issued in exchange for the Reporting Persons' agreement to backstop the Issuer's exchange offers described in the Issuer's Current Reports on Form 8-K filed with the Securities and Exchange Commission on March 31, 2017 and May 12, 2017.
Documents
Issuer
Affinion Group Holdings, Inc.
CIK 0001404624
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001404624
Filing Metadata
- Form type
- 4
- Filed
- May 11, 8:00 PM ET
- Accepted
- May 12, 4:12 PM ET
- Size
- 17.2 KB