13D Filing: Wynnefield Capital and Global Power Equipment Group Inc. (GLPW)

 

Item 1. Security and Issuer.

This Amendment No. 3 amends
the Statement of Beneficial Ownership on Schedule 13D originally filed with the Securities and Exchange Commission
(the “Commission”) on April 14, 2016, as amended by Amendment No. 1 filed on June 3, 2016 and as amended
by Amendment No. 2 filed on June 30, 2016 (collectively the “Schedule 13D”) relates to the shares of common stock,
$0.01 par value per share (the “Common Stock”) of Global Power Equipment Group, Inc., a Delaware corporation (the
“Issuer”). The Issuer maintains its principal executive office at 400 E. Las Colinas Boulevard, Suite 400,
Irving, Texas 75039.

 

Item 4. Purpose of the Transaction

Item 4 of the Schedule 13D is hereby amended by the addition
of the following:

 

On June 16, 2017 (the “Closing Date”), the
Issuer entered into a new senior secured credit agreement (the “New Credit Agreement”) providing
for term loan borrowings in an aggregate principal amount of up to $45 million with Centre Lane Partners Master Credit Fund II,
L.P. (“Centre Lane”) as Administrative Agent and Collateral Agent, and the other lenders from time to time party
thereto.

Wynnefield Partners Small Cap Value, L.P. I, Wynnefield Partners
Small Cap Value, L.P., and Wynnefield Small Cap Value Offshore Fund, Ltd., (the “Wynnefield Funds”), part of the Wynnefield
Reporting Persons, entered into a participation agreement with Centre Lane, dated June 16, 2017 (the “Participation Agreement”)
pursuant to which the Wynnefield Funds funded $5,000,000 of the outstanding debt under the New Credit Agreement which was negotiated,
in all material respects, by Centre Lane and the Issuer without the involvement of the Wynnefield Funds. The Wynnefield Funds are
not party to, nor are they Lenders under, the New Credit Agreement. Pursuant to the Participation Agreement, only Centre Lane and
the Lenders have control over rights under the New Credit Agreement relating to enforcement and waiver and compliance of material
terms.

 

Item 6. Contracts, Arrangements, Understandings or Relationships
with respect to Securities of the Issuer

Reference is hereby made to the Participation Agreement described
in Item 4.

Item 7. Material to be Filed as Exhibits.

 

Item 7 of the Schedule 13D is hereby amended by
the addition of the following:

Exhibit 4 – Participation Agreement dated as of June 16,
2017 by and among Wynnefield Partners Small Cap Value, L.P., Wynnefield Partners Small Cap Value, L.P. I, Wynnefield Small Cap
Value Offshore Fund, Ltd., and Centre Lane Partners Master Credit Fund II, L.P.