13G Filing: Empyrean Capital Partners and Affinion Group Holdings Inc.

Page 6 of 9 – SEC Filing

Item 1(a). NAME OF ISSUER.
The name of the issuer is Affinion Group Holdings, Inc. (the “Company“).
Item 1(b). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
The Company’s principal executive offices are located at 6 High Ridge Park, Stamford, CT 06905.
Item 2(a). NAME OF PERSON FILING:
This statement is filed by:
(i) Empyrean Capital Overseas Master Fund, Ltd. (“ECOMF“), a Cayman Islands exempted company, with respect to the Common Stock (as defined in Item 2(d)) directly held by it;
(ii) P EMP Ltd. (“P EMP” and collectively with ECOMF, the “Empyrean Clients“), a British Virgin Islands business company, with respect to the Common Stock directly held by it;
(iii) Empyrean Capital Partners, LP (“ECP“), a Delaware limited partnership, which serves as investment manager to the Empyrean Clients with respect to the Common Stock directly held by the Empyrean Clients;
(iv) Mr. Amos Meron, who serves as the managing member of Empyrean Capital, LLC, the general partner of ECP, with respect to the Common Stock directly held by the Empyrean Clients.

The foregoing persons are hereinafter sometimes collectively referred
to as the “Reporting Persons.” Any disclosures herein with respect to persons other than the Reporting Persons
are made on information and belief after making inquiry to the appropriate party.

The foregoing should not be construed in and of itself as an admission
by any Reporting Person as to beneficial ownership of Common Stock owned by another Reporting Person.

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
The address of the business office of each of the Reporting Persons is c/o Empyrean Capital Partners, LP, 10250 Constellation Boulevard, Suite 2950, Los Angeles, CA 90067.

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