4//SEC Filing
Browne Christophe 4
Accession 0001567619-19-008765
CIK 0001404624other
Filed
Apr 11, 8:00 PM ET
Accepted
Apr 12, 8:30 PM ET
Size
30.2 KB
Accession
0001567619-19-008765
Insider Transaction Report
Form 4
Browne Christophe
Director
Transactions
- Other
Class M Common Stock, par value $0.01 per share
2019-04-10+144,409→ 144,409 total(indirect: See footnote) - Other
(New) Common Stock, par value $0.000001 per share
2019-04-10+144,409→ 144,409 total(indirect: See footnote) - Exercise of In-Money
Warrant (right to buy)
2019-04-10−112,590→ 0 total(indirect: See footnote)Exercise: $0.01From: 2017-07-17Exp: 2022-11-10→ Common Stock (112,590 underlying) - Other
Class D Common Stock, $0.01 par value per share
2019-04-10−549→ 0 total(indirect: See footnote)Exercise: $88.07→ Common Stock (549 underlying) - Other
(Old) Common Stock, par value $0.01 per share
2019-04-10−2,487,391→ 0 total(indirect: See footnote) - Exercise of In-Money
Warrant (right to buy)
2019-04-10−113,536→ 0 total(indirect: See footnote)Exercise: $0.01From: 2017-05-10Exp: 2022-11-10→ Common Stock (113,536 underlying) - Exercise of In-Money
Warrant (right to buy)
2019-04-10−462,266→ 0 total(indirect: See footnote)Exercise: $0.01From: 2015-11-09Exp: 2022-11-09→ Common Stock (462,266 underlying) - Other
Class C Common Stock, $0.01 par value per share
2019-04-10−522→ 0 total(indirect: See footnote)Exercise: $67.14→ Common Stock (522 underlying) - Other
New Penny Warrants
2019-04-10+1,453,149→ 1,453,149 total(indirect: See footnote)Exercise: $0.01→ Common Stock (1,453,149 underlying) - Other
New Investor Warrants
2019-04-10+284,494→ 284,494 total(indirect: See footnote)Exercise: $67.12Exp: 2024-04-10→ Common Stock (284,494 underlying) - Other
Class M Common Stock, par value $0.01 per share
2019-04-10−144,409→ 0 total(indirect: See footnote)
Footnotes (4)
- [F1]On April 10, 2019, Metro SPV LLC completed the transactions described in the Issuer's Current Report on Form 8-K filed March 4, 2019 (the "Restructuring"). In connection with the Restructuring: ? Metro SPV LLC received 144,409 shares of the Issuer's Class M Common Stock, par value $0.01 per share (the "Class M Common Stock") and warrants (the "New Penny Warrants") to purchase 1,453,149 shares of common stock, par value $0.000001 per share (the "New Common Stock") in exchange for debt obligations of the Issuer owing to in the aggregate amount of $94,837,764 and as consideration for agreeing to purchase certain new debt obligations of the Issuer; ? the 144,409 shares of Class M Common Stock were immediately converted into 144,409 shares of New Common Stock; and ? all existing warrants held by Metro SPV LLC were exercised according to their terms for shares of common stock, par value $0.01 per share (the "Old Common Stock").
- [F2]On April 10, 2019, in connection with the Restructuring: ? all shares of Old Common Stock (including shares acquired as a result of the warrant exercises described above) held by Metro SPV LLC were exchanged for warrants to purchase 284,494 shares of New Common Stock (the "New Investor Warrants"); and ? Metro SPV LLC surrendered all shares of Class C Common Stock, $0.01 par value per share (the "Class C Common Stock") and Class D Common Stock, $0.01 par value per share (the "Class D Common Stock") in exchange for $0.01 in cash per share.
- [F3]The securities reported herein are owned of record by Metro SPV LLC, and indirectly by (a) the ICG Strategic Secondaries II GP LP as the managing member of the SPV, (b) ICG Strategic Equity Associates II LLC as the general partner of the ICG Strategic Secondaries II GP LP, (c) ICG, Inc. as the sole managing member of ICG Strategic Equity Associates II LLC, (d) ICG FMC as ICG, Inc. is its wholly-owned subsidiary and (e) ICG plc as ICG FMC is its wholly-owned subsidiary. The Reporting Person is a Managing Director of ICG Strategic Secondaries Advisors LLC, and as such may be deemed to have beneficial ownership of the securities held directly by the SPV. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.
- [F4]The Class C/D Common Stock has no expiration date.
Documents
Issuer
Affinion Group Holdings, Inc.
CIK 0001404624
Entity typeother
Related Parties
1- filerCIK 0001712957
Filing Metadata
- Form type
- 4
- Filed
- Apr 11, 8:00 PM ET
- Accepted
- Apr 12, 8:30 PM ET
- Size
- 30.2 KB