Home/Filings/4/0001181431-10-013336

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RUTTENBERG ERIC M/ 4

Accession 0001181431-10-013336

CIK 0000817979other

View on SEC.gov Company Profile

Filed

Mar 1, 7:00 PM ET

Accepted

Mar 2, 8:05 PM ET

Size

51.5 KB

Accession

0001181431-10-013336

Insider Transaction Report

Form 4

Period: 2010-02-26

ACCURIDE CORPAURDQ.OB

Tinicum Lantern II, LLC

DirectorOther

Transactions

Other
Common Stock (old)
2010-02-26−3,063,560→ 0 total
Other
Common Stock (old)
2010-02-26−15,940→ 0 total
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)
Other
Common Stock (new)
2010-02-26+41,528→ 41,528 total
Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+7,999,488→ 7,999,488 total
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (29,099 underlying)
Other
Common Stock Warrant (right to buy)
2010-02-26+1,722,670→ 1,722,670 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,722,670 underlying)
Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,622,518 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (49,897 underlying)
Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)
Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+23,720→ 23,720 total
Other
Common Stock Warrant (right to buy)
2010-02-26+8,963→ 8,963 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (8,963 underlying)

TINICUM CAPITAL PARTNERS II, L.P.

DirectorOther

Transactions

Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+41,528→ 41,528 total
Other
Common Stock Warrant (right to buy)
2010-02-26+1,722,670→ 1,722,670 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,722,670 underlying)
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (29,099 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (49,897 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)
Other
Common Stock (old)
2010-02-26−3,063,560→ 0 total
Other
Common Stock (old)
2010-02-26−15,940→ 0 total
Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Other
Common Stock (new)
2010-02-26+7,999,488→ 7,999,488 total
Other
Common Stock (new)
2010-02-26+23,720→ 23,720 total
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)
Other
Common Stock Warrant (right to buy)
2010-02-26+8,963→ 8,963 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (8,963 underlying)
Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,622,518 underlying)

OTOOLE TERENCE M

DirectorOther

Transactions

Other
Common Stock Warrant (right to buy)
2010-02-26+1,722,670→ 1,722,670 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,722,670 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,622,518 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (49,897 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)
Other
Common Stock (new)
2010-02-26+41,528→ 41,528 total
Other
Common Stock Warrant (right to buy)
2010-02-26+8,963→ 8,963 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (8,963 underlying)
Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Other
Common Stock (old)
2010-02-26−3,063,560→ 0 total
Other
Common Stock (old)
2010-02-26−15,940→ 0 total
Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (29,099 underlying)
Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+7,999,488→ 7,999,488 total
Other
Common Stock (new)
2010-02-26+23,720→ 23,720 total
Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)

RUTTENBERG ERIC M/

DirectorOther

Transactions

Other
Common Stock (new)
2010-02-26+7,999,488→ 7,999,488 total
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (29,099 underlying)
Other
Common Stock (old)
2010-02-26−3,063,560→ 0 total
Other
Common Stock (old)
2010-02-26−15,940→ 0 total
Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock Warrant (right to buy)
2010-02-26+8,963→ 8,963 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (8,963 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (49,897 underlying)
Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+41,528→ 41,528 total
Other
Common Stock (new)
2010-02-26+23,720→ 23,720 total
Other
Common Stock Warrant (right to buy)
2010-02-26+1,722,670→ 1,722,670 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,722,670 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,622,518 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)
Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)

TINICUM CAPITAL PARTNERS II PARALLEL FUND LP

DirectorOther

Transactions

Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+23,720→ 23,720 total
Other
Common Stock Warrant (right to buy)
2010-02-26+8,963→ 8,963 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (8,963 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (49,897 underlying)
Other
Common Stock (old)
2010-02-26−3,063,560→ 0 total
Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+41,528→ 41,528 total
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)
Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,622,518 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)
Other
Common Stock (old)
2010-02-26−15,940→ 0 total
Other
Common Stock (new)
2010-02-26+7,999,488→ 7,999,488 total
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)
Other
Common Stock Warrant (right to buy)
2010-02-26+1,722,670→ 1,722,670 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,722,670 underlying)
Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (29,099 underlying)

Tinicum Capital Partners II Executive Fund L.L.C.

DirectorOther

Transactions

Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (29,099 underlying)
Other
Common Stock (old)
2010-02-26−3,063,560→ 0 total
Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+41,528→ 41,528 total
Other
Common Stock (new)
2010-02-26+23,720→ 23,720 total
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+8,064,736→ 8,064,736 total(indirect: See Footnotes)
Other
Common Stock Warrant (right to buy)
2010-02-26+1,731,634→ 1,731,634 total(indirect: See Footnotes)
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,731,634 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,622,518 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (49,897 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)
Purchase
7.5% Senior Convertible Notes due 2020
2010-02-26(indirect: See Footnotes)
Exercise: $0.75From: 2010-02-26Exp: 2020-02-24→ Common Stock (9,701,514 underlying)
Other
Common Stock (old)
2010-02-26−15,940→ 0 total
Other
Common Stock (old)
2010-02-26−3,079,500→ 0 total(indirect: See Footnotes)
Other
Common Stock (new)
2010-02-26+7,999,488→ 7,999,488 total
Other
Common Stock Warrant (right to buy)
2010-02-26+1,722,670→ 1,722,670 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (1,722,670 underlying)
Other
Common Stock Warrant (right to buy)
2010-02-26+8,963→ 8,963 total
Exercise: $2.10From: 2010-03-01Exp: 2012-02-26→ Common Stock (8,963 underlying)

Footnotes (15)

[F1]On February 18, 2010, the Bankruptcy Court for the District of Delaware entered an Order Confirming the Third Amended Joint Plan of Reorganization (the "Plan") of Accuride Corporation (the "Issuer") and its domestic subsidiaries under Chapter 11 of the Bankruptcy Code. On February 26, 2010 (the "Effective Date"), the Issuer and its domestic subsidiaries emerged from Chapter 11 protection and all outstanding shares of the Issuer's common stock (the "Old Shares") and other equity interests were cancelled. (Continued in footnote 2)
[F10]Includes (i) 14,967 New Shares received in exchange for $42,000 principal amount of Senior Subordinated Notes; and (ii) 8,753 New Shares received as payment of the Backstop Fee.
[F11]The amount of securities shown in this row is owned directly by the Executive Fund.
[F12]Pursuant to the Plan, each holder of Old Shares received Warrants to purchase New Shares in partial exchange of such Old Shares (see footnote 1). The Warrants may be exercised at any time beginning on the first business day following the Effective Date until the two-year anniversary of the Effective Date.
[F13]Pursuant to the Plan, the Issuer issued and sold $140 million principal amount of 7.5% Senior Convertible Notes due 2020 (the "New Notes") that are convertible into 60% of the outstanding New Shares, on a fully diluted basis. TCP II, Parallel Fund and Executive Fund purchased from the Issuer $7,216,889, $37,423 and $21,824 in principal amount of New Notes, respectively.
[F14]Pursuant to the Indenture, the New Notes are initially convertible into a total amount of 187,500,000 New Shares. The Indenture contains certain anti-dilution adjustments, which include, among other provisions, that the amount of New Shares issuable upon conversion of the New Notes will increase to a total amount of 220,588,235 New Shares if the Warrants are exercised prior to the conversion of the New Notes. If the anti-dilutions provisions apply due to the exercise of warrants, the New Notes owned by TCP II will be convertible into 11,320,610 New Shares, the New Notes owned by the Parallel Fund will be convertible into 58,703 New Shares, and the New Notes owned by the Executive Fund will be convertible into 34,234 New Shares.
[F15]$1,000 paid per $1,000 principal amount of New Notes.
[F2]Pursuant to the Plan, the Issuer effectuated a restructuring of the Issuer's capital structure which resulted in among other things, upon the Effective Date, the issuance of common stock, par value $0.01 per share (the "New Shares"): (i) to the holders of the Issuer's 8.5% Senior Subordinated Notes due 2015 (the "Senior Subordinated Notes") in exchange for their notes; (ii) to certain "Backstop Parties" as payment of the "Backstop Fee" (as each such term is defined in the Convertible Notes Commitment Agreement, dated October 7, 2009, by and among the Issuer and the Investors thereto) in connection with the offering of convertible notes described in footnote 11; and (iii) to the holders of the Issuer's Old Shares in exchange for their Old Shares (together with warrants to purchase New Shares described in footnote 12).
[F3]The entities and individuals identified in the footnotes of this Form 4 (the "Reporting Persons") disclaim any membership in any "group".
[F4]The amount of securities shown in this row is owned directly by Tinicum Capital Partners II, L.P. ("TCP II").
[F5]The amount of securities shown in this row is owned directly by Tinicum Capital Partners II Parallel Fund, L.P. (the "Parallel Fund" and collectively with TCP II and Tinicum Capital Partners II Executive Fund L.L.C. (the "Executive Fund"), the "Funds").
[F6]The amount of securities shown in this row is owned directly by the Funds. As the general partner to each of TCP II and the Parallel Fund and as the managing member of the Executive Fund, Tinicum Lantern II L.L.C. ("Tinicum Lantern") may be deemed to be the beneficial owner of the Issuer's securities held by each of the Funds. Tinicum Lantern disclaims any beneficial ownership of any of the Issuer's securities reported herein, except as to securities representing Tinicum Lantern's proportionate interest in each of the Funds.
[F7]The amount of securities shown in this row is owned directly by the Funds. Each of Terence M. O'Toole and Eric M. Ruttenberg (the "Managing Members"), as a managing member of Tinicum Lantern, may be deemed to be a beneficial owner of the Issuer's securities held by each of the Funds. The Managing Members disclaim any beneficial ownership of any of the Issuer's securities reported herein.
[F8]Includes (i) 4,948,466 New Shares received in exchange for $13,886,000 principal amount of Senior Subordinated Notes; (ii) 2,924,038 New Shares received as payment of the Backstop Fee; and (iii) 126,985 New Shares received in partial exchange for 3,063,560 Old Shares.
[F9]Includes (i) 25,658 New Shares received in exchange for $72,000 principal amount of Senior Subordinated Notes; (ii) 15,209 New Shares received as payment of the Backstop Fee; and (iii) 661 New Shares received in partial exchange for 15,940 Old Shares.

Documents

1 file

4
rrd268345.xmlPrimary
FORM 4

Issuer

ACCURIDE CORP

CIK 0000817979

→

Entity typeother

Related Parties

filerCIK 0001141433

Filing Metadata

Form type: 4
Filed: Mar 1, 7:00 PM ET
Accepted: Mar 2, 8:05 PM ET
Size: 51.5 KB

View on SEC.gov