13D Filing: Corre Partners Management, LLC and AM Castle & Co (CASLQ)

This Schedule 13D (this “Schedule 13D”) relates to the common stock, par value $0.01 per share (the “Common Stock”) of A.M. Castle & Co., a Maryland corporation (the “Issuer”).  The address of the principal executive offices of the Issuer is 1420 Kensington Road, Suite 220, Oak Brook, Illinois 60523.

Item 2. Identity and Background

(a), (f) This Schedule 13D is being filed jointly by (i) Corre Opportunities Qualified Master Fund, LP, a Cayman Islands exempted limited partnership (the “Qualified Master Fund”); (ii) Corre Opportunities II Master Fund, LP, a Cayman Islands exempted limited partnership (the “COII Master Fund”); (iii) Corre Opportunities Fund, LP, a Delaware limited partnership (the “Fund” and, together with the Qualified Master Fund and the COII Master Fund, the “Funds”); (iv) Corre Partners Advisors, LLC, a Delaware limited liability company (the “General Partner”), which serves as the general partner of the Funds; (v) Corre Partners Management, LLC, a Delaware limited liability company (the “Investment Adviser”, which has been delegated investment authority over the assets of the Funds by the General Partner; (vi) Mr. John Barrett, who serves as a managing member of the General Partner; and (vii) Mr. Eric Soderlund, who serves as a managing member of the General Partner (each, a “Reporting Person” and collectively, the “Reporting Persons”). Mr. Barrett and Mr. Soderlund are citizens of the United States.

(b) The principal business address for each of the Reporting Persons is 1370 Avenue of the Americas, 29th Floor, New York, NY 10019.

(c) The General Partner has sole and complete discretionary authority to manage the investments of the Funds. The Investment Adviser exercises investment authority over the assets of the Funds by delegation of the General Partner. Mr. Barrett and Mr. Soderlund are the co-owners and managing members of the General Partner and the Investment Adviser.

(d) None of the Reporting Persons have, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e) None of the Reporting Persons have, during the last five years been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3.  Source and Amount of Funds or Other Consideration.

On August 31, 2017 (the “Effective Date”), the Issuer and certain of its direct subsidiaries (collectively, the “Debtors”) emerged from bankruptcy (the “Reorganization”) pursuant to a joint prepackaged plan of reorganization under chapter 11 of the United States Bankruptcy Code (the “Plan”).

In connection with the Reorganization and pursuant to the Plan, the Reporting Persons received 143,769 shares of Common Stock and $12,372,390 aggregate principal amount of the Issuer’s 5.00% / 7.00% Convertible Senior Secured PIK Toggle Notes due 2022 (the “Convertible Notes”) in respect of claims with respect to $19,576,742.22 aggregate principal amount of the Issuer’s 12.75% Senior Secured Notes due 2018 (the “2018 Notes”).

In connection with the Reorganization and pursuant to the Plan, the Reporting Persons received 89,705 shares of Common Stock and $934,434 aggregate principal amount of Convertible Notes in respect of claims with respect to $6,675,000  aggregate principal amount of the Issuer’s 5.25% Convertible Senior Secured Notes due 2019 (the “2019 Notes”).

In connection with the Reorganization and pursuant to the Plan, the Reporting Persons received 1,080 shares of Common Stock in respect of claims as a holder of 87,700 shares of the Issuer’s common stock that was outstanding prior to the Reorganization, par value $0.01 per share (the “Old Common Stock”).

Item 4.  Purpose of Transaction.

The information contained in Items 3 and 6 of this Schedule 13D is incorporated herein by reference.