4//SEC Filing
SGF, LLC 4
Accession 0000899243-20-009722
CIK 0000018172other
Filed
Mar 30, 8:00 PM ET
Accepted
Mar 31, 4:30 PM ET
Size
10.4 KB
Accession
0000899243-20-009722
Insider Transaction Report
Form 4
SGF, LLC
Director
Transactions
- Other
Common Stock
2020-03-27+10,815,730→ 11,022,296 total - Other
2022 Notes
2020-03-27−29,278,895→ 0 totalExercise: $0.27From: 2017-08-31Exp: 2022-08-31→ Common Stock (6,608,760 underlying)
Footnotes (2)
- [F1]This Form 4 reports securities acquired and disposed of pursuant to the terms of the Support and Exchange Agreement ("Support Agreement"), dated as of February 26, 2020, by and among the Issuer, the Reporting Person and certain other investors, pursuant to which the Reporting Person agreed to tender its 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 ("2022 Notes") to the Company in connection with the Company's offer to holders of the 2022 Notes to exchange such notes for shares of the Company's Common Stock and for 3.00%/5.00% Convertible Senior PIK Toggle Notes due 2024 ("2024 Notes"). On March 27, 2020, the Reporting Person tendered its outstanding 2022 Notes and was issued 10,815,730 shares of Common Stock and 2024 Notes having an aggregate principal amount of $14,644,793. This transaction is exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-3(d) thereunder.
- [F2]The 2024 Notes are convertible into shares of Common Stock at the option of the holders at an initial conversion rate equal to 2.1939631 shares per $1.00 principal amount. However, the mode of payment may be changed at any time at the sole discretion of the Issuer. Accordingly, any right to receive shares is subject to a material contingency outside the control of the Reporting Person, and the Reporting Person does not beneficially own any shares of Common Stock which might be acquired.
Documents
Issuer
A. M. Castle & Co.
CIK 0000018172
Entity typeother
IncorporatedIL
Related Parties
1- filerCIK 0001715517
Filing Metadata
- Form type
- 4
- Filed
- Mar 30, 8:00 PM ET
- Accepted
- Mar 31, 4:30 PM ET
- Size
- 10.4 KB