3//SEC Filing
SUN CAPITAL SECURITIES FUND L P 3
Accession 0001181431-09-009391
CIK 0000817979other
Filed
Feb 16, 7:00 PM ET
Accepted
Feb 17, 6:15 PM ET
Size
17.3 KB
Accession
0001181431-09-009391
Insider Transaction Report
Form 3
ACCURIDE CORPAURD
Sun Accuride Debt Investments, LLC
10% Owner
Holdings
- 3,499,102(indirect: See Footnotes)
Common Stock
- 1(indirect: See Footnotes)
Series A Nonconvertible Preferred Stock
- (indirect: See Footnotes)
Common Stock Purchase Warrant
Exercise: $0.01From: 2009-02-04Exp: 2019-02-04→ Common Stock (12,061,351 underlying)
SUN CAPITAL SECURITIES FUND L P
10% Owner
Holdings
- (indirect: See Footnotes)
Common Stock Purchase Warrant
Exercise: $0.01From: 2009-02-04Exp: 2019-02-04→ Common Stock (12,061,351 underlying) - 1(indirect: See Footnotes)
Series A Nonconvertible Preferred Stock
- 3,499,102(indirect: See Footnotes)
Common Stock
Holdings
- 3,499,102(indirect: See Footnotes)
Common Stock
- 1(indirect: See Footnotes)
Series A Nonconvertible Preferred Stock
- (indirect: See Footnotes)
Common Stock Purchase Warrant
Exercise: $0.01From: 2009-02-04Exp: 2019-02-04→ Common Stock (12,061,351 underlying)
Sun Capital Securities III, LLC
10% Owner
Holdings
- 1(indirect: See Footnotes)
Series A Nonconvertible Preferred Stock
- (indirect: See Footnotes)
Common Stock Purchase Warrant
Exercise: $0.01From: 2009-02-04Exp: 2019-02-04→ Common Stock (12,061,351 underlying) - 3,499,102(indirect: See Footnotes)
Common Stock
Sun Capital Securities Advisors, LP
10% Owner
Holdings
- 3,499,102(indirect: See Footnotes)
Common Stock
- 1(indirect: See Footnotes)
Series A Nonconvertible Preferred Stock
- (indirect: See Footnotes)
Common Stock Purchase Warrant
Exercise: $0.01From: 2009-02-04Exp: 2019-02-04→ Common Stock (12,061,351 underlying)
Footnotes (8)
- [F1]Represents Common Stock directly held by SCSF Equities, LLC ("SCSF Equities").
- [F2]Together, Sun Capital Partners V, L.P. ("SCP V"), SCSF Debt Investments, LLC ("SCSF Debt"), and SCSF III Debt Investments, LP ("SCSF III") own all of the membership interests in Sun Accuride Debt Investments, LLC ("SADI"). Together, Sun Capital Securities Offshore Fund Ltd. and Sun Capital Securities Fund, LP own all of the membership interests in SCSF Equities. Marc J. Leder ("Leder") and Rodger R. Krouse ("Krouse") each own fifty percent (50%) of Sun Capital Partners V, Ltd., which is the general partner of Sun Capital Advisors V, L.P., which is the general partner of SCP V. Leder and Krouse each own fifty percent (50%) of Sun Capital Securities, LLC, which is the general partner of Sun Capital Securities Advisors, LP, which is the general partner of Sun Capital Securities Fund, LP, which is a member of SCSF Debt and SCSF Equities. (Continued in Footnote 3)
- [F3]Leder and Krouse are also the only two directors of Sun Capital Securities Offshore Fund, Ltd., which is a member of SCSF Debt and SCSF Equities. Leder and Krouse each own fifty percent (50%) of Sun Capital Securities III, LLC, which is the general partner of SCSF III. As a result, SCP V, SCSF Debt, SCSF III, Leder, Krouse, Sun Capital Partners V, Ltd., Sun Capital Advisors V, L.P., Sun Capital Securities, LLC, Sun Capital Securities Advisors, LP, Sun Capital Securities Fund, LP, Sun Capital Securities Offshore Fund, Ltd., and Sun Capital Securities III, LLC (collectively, the "Indirect Sun Owners") and SCSF Equities may be deemed to have indirect beneficial ownership of the securities owned directly by SADI. Similarly, the Indirect Sun Owners and SADI may be deemed to have indirect beneficial ownership of the securities owned by SCSF Equities. (Continued in Footnote 4)
- [F4]Each Indirect Sun Owner, and SCSF Equities, with respect to the securities beneficially owned by SADI, and SADI with respect to the securities beneficially owned by SCSF Equities, expressly disclaims beneficial ownership of any securities in which they do not have a pecuniary interest.
- [F5]Represents Series A Nonconvertible Preferred Stock directly held by SADI.
- [F6]The Common Stock Purchase Warrant is exercisable for twenty-five percent (25%) of the fully diluted Common Stock of Accuride Corporation as calculated under the terms of the Common Stock Purchase Warrant. To determine the number of shares of Common Stock issuable upon exercise of the Common Stock Purchase Warrant, it is assumed that the Common Stock Purchase Warrant is exercised as of February 17, 2009, and that, as of that date (and immediately prior to that exercise), there are 36,184,053 shares of Common Stock outstanding on a fully diluted basis.
- [F7]The Exercise Price is equal to a price per share of one cent ($0.01) (such price per share, as adjusted from time to time in accordance with the provisions of the Common Stock Purchase Warrant) multiplied by the number of Warrant Shares being purchased upon such exercise.
- [F8]Represents Common Stock Purchase Warrant directly held by SADI.
Documents
Issuer
ACCURIDE CORP
CIK 0000817979
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001288467
Filing Metadata
- Form type
- 3
- Filed
- Feb 16, 7:00 PM ET
- Accepted
- Feb 17, 6:15 PM ET
- Size
- 17.3 KB