A recent 13D filing with the US Securities and Exchange Commission showed that Christopher Shackelton and Adam Gray‘s Coliseum Capital owns 9.18 million shares of Accuride Corp (NYSE:ACW), which account for 19.0% of the company’s outstanding stock. This represents a slight increase in the stake, compared to 8.46 million shares Coliseum Capital disclosed in its last 13F filing (for the end of March). In addition, new filing revealed that Coliseum Capital owns almost $52.51 million in principal amount of the company’s 9.5% first lien bonds for investment purposes, and that the fund will further follow the company’s business strategies, holding the right to acquire, trade, dispose, hold, vote or otherwise deal with the Securities.
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Accuride Corporation (NYSE:ACW) is a company that manufactures vehicle components, such as ductile and gray iron castings, wheels, and wheel-end components across the North America. Over the past 12 months, the company’s shares have dropped by 61.44%. For the first quarter of 2016, Accuride Corporation (NYSE:ACW) reported a loss per share of $0.10 and revenue of $160.9 million, missing the estimates of loss per share of $0.06 and revenue of $165.4 million.
Among the hedge fund tracked by Insider Monkey, at the end of March, Jim Simons’ Renaissance Technologies reported the most valuable position in Accuride Corporation (NYSE:ACW), worth around $829,000, and the second biggest position was disclosed by Adam Wright And Gary Kohler’s Blue Clay Capital, valued at $402,000. Remaining investors that were bullish on this stock are John Overdeck And David Siegel’s Two Sigma Advisors, Bruce Salomon’s Elberon Capital, Paul Tudor Jones’ Tudor Investment Corp, and Gavin Saitowitz And Cisco J. Del Vall’s Springbok Capital.
You can access the original SEC filing by clicking here.
Ownership Summary Table
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
Coliseum Capital Management | 0 | 9,176,694 | 0 | 9,176,694 | 9,176,694 | 19.0% |
Coliseum Capital | 0 | 6,829,099 | 0 | 6,829,099 | 6,829,099 | 14.2% |
Coliseum Capital Partners | 0 | 5,278,585 | 0 | 5,278,585 | 5,278,585 | 10.9% |
Coliseum Capital Partners II | 0 | 1,550,514 | 0 | 1,550,514 | 1,550,514 | 3.2% |
Adam Gray | 0 | 9,176,694 | 0 | 9,176,694 | 9,176,694 | 19.0% |
Christopher Shackelton | 0 | 9,176,694 | 0 | 9,176,694 | 9,176,694 | 19.0% |
Follow Christopher Shackelton And Adam Gray's Coliseum Capital
Page 1 of 12 – SEC Filing
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
ACCURIDE
CORPORATION
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
00439T206
(CUSIP Number)
Christopher Shackelton/Adam Gray
Metro Center
1 Station
Place, 7th Floor South
Stamford, CT 06902
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
May 24, 2016
(Date of Event Which Requires Filing of This Statement)
If the filing person has
previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following
box. x
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be
deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, (the Exchange Act) or otherwise subject to the liabilities of that section of the Exchange Act but shall be
subject to all other provisions of the Exchange Act (however, see the Notes).
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Page 2 of 12 – SEC Filing
CUSIP No. 00439T206 | SCHEDULE 13D | Page 2 of 12 |
1. | Names of Coliseum Capital Management, LLC | |||||
2. | Check the appropriate box if a member (a) ¨ (b) x | |||||
3. | SEC use only | |||||
4. | Source of funds (see instructions) AF | |||||
5. | Check if disclosure of legal ¨ | |||||
6. | Citizenship or place of Delaware | |||||
Number of shares beneficially owned by each reporting person with | 7. | Sole voting power 0 | ||||
8. | Shared voting power 9,176,694 | |||||
9. | Sole dispositive power 0 | |||||
10. | Shared dispositive power 9,176,694 | |||||
11. | Aggregate amount beneficially owned by each reporting person 9,176,694 | |||||
12. | Check if the aggregate amount in Row ¨ | |||||
13. | Percent of class represented by amount 19.0% | |||||
14. | Type of reporting person (see OO, IA |
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Page 3 of 12 – SEC Filing
CUSIP No. 00439T206 | SCHEDULE 13D | Page 3 of 12 |
1. | Names of Coliseum Capital, LLC | |||||
2. | Check the appropriate box if a member (a) ¨ (b) x | |||||
3. | SEC use only | |||||
4. | Source of funds (see instructions) AF | |||||
5. | Check if disclosure of legal ¨ | |||||
6. | Citizenship or place of Delaware | |||||
Number of shares beneficially owned by each reporting person with | 7. | Sole voting power 0 | ||||
8. | Shared voting power 6,829,099 | |||||
9. | Sole dispositive power 0 | |||||
10. | Shared dispositive power 6,829,099 | |||||
11. | Aggregate amount beneficially owned by each reporting person 6,829,099 | |||||
12. | Check if the aggregate amount in Row ¨ | |||||
13. | Percent of class represented by amount 14.2% | |||||
14. | Type of reporting person (see OO |
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Page 4 of 12 – SEC Filing
CUSIP No. 00439T206 | SCHEDULE 13D | Page 4 of 12 |
1. | Names of Coliseum Capital Partners, L.P. | |||||
2. | Check the appropriate box if a member (a) ¨ (b) x | |||||
3. | SEC use only | |||||
4. | Source of funds (see instructions) WC | |||||
5. | Check if disclosure of legal ¨ | |||||
6. | Citizenship or place of Delaware | |||||
Number of shares beneficially owned by each reporting person with | 7. | Sole voting power 0 | ||||
8. | Shared voting power 5,278,585 | |||||
9. | Sole dispositive power 0 | |||||
10. | Shared dispositive power 5,278,585 | |||||
11. | Aggregate amount beneficially owned by each reporting person 5,278,585 | |||||
12. | Check if the aggregate amount in Row ¨ | |||||
13. | Percent of class represented by amount 10.9% | |||||
14. | Type of reporting person (see PN |
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Page 5 of 12 – SEC Filing
CUSIP No. 00439T206 | SCHEDULE 13D | Page 5 of 12 |
1. | Names of Coliseum Capital Partners II, L.P. | |||||
2. | Check the appropriate box if a member (a) ¨ (b) x | |||||
3. | SEC use only | |||||
4. | Source of funds (see instructions) WC | |||||
5. | Check if disclosure of legal ¨ | |||||
6. | Citizenship or place of Delaware | |||||
Number of shares beneficially owned by each reporting person with | 7. | Sole voting power 0 | ||||
8. | Shared voting power 1,550,514 | |||||
9. | Sole dispositive power 0 | |||||
10. | Shared dispositive power 1,550,514 | |||||
11. | Aggregate amount beneficially owned by each reporting person 1,550,514 | |||||
12. | Check if the aggregate amount in Row ¨ | |||||
13. | Percent of class represented by amount 3.2% | |||||
14. | Type of reporting person (see PN |
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Page 6 of 12 – SEC Filing
CUSIP No. 00439T206 | SCHEDULE 13D | Page 6 of 12 |
1. | Names of Adam | |||||
2. | Check the appropriate box if a member (a) ¨ (b) x | |||||
3. | SEC use only | |||||
4. | Source of funds (see instructions) AF | |||||
5. | Check if disclosure of legal ¨ | |||||
6. | Citizenship or place of United States | |||||
Number of shares beneficially owned by each reporting person with | 7. | Sole voting power 0 | ||||
8. | Shared voting power 9,176,694 | |||||
9. | Sole dispositive power 0 | |||||
10. | Shared dispositive power 9,176,694 | |||||
11. | Aggregate amount beneficially owned by each reporting person 9,176,694 | |||||
12. | Check if the aggregate amount in Row ¨ | |||||
13. | Percent of class represented by amount 19.0% | |||||
14. | Type of reporting person (see IN |
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Page 7 of 12 – SEC Filing
CUSIP No. 00439T206 | SCHEDULE 13D | Page 7 of 12 |
1. | Names of Christopher Shackelton | |||||
2. | Check the appropriate box if a member (a) ¨ (b) x | |||||
3. | SEC use only | |||||
4. | Source of funds (see instructions) AF | |||||
5. | Check if disclosure of legal ¨ | |||||
6. | Citizenship or place of United States | |||||
Number of shares beneficially owned by each reporting person with | 7. | Sole voting power 0 | ||||
8. | Shared voting power 9,176,694 | |||||
9. | Sole dispositive power 0 | |||||
10. | Shared dispositive power 9,176,694 | |||||
11. | Aggregate amount beneficially owned by each reporting person 9,176,694 | |||||
12. | Check if the aggregate amount in Row ¨ | |||||
13. | Percent of class represented by amount 19.0% | |||||
14. | Type of reporting person (see IN |
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Page 8 of 12 – SEC Filing
CUSIP No. 00439T206 | SCHEDULE 13D | Page 8 of 12 |
This Schedule 13D (this Schedule 13D) supersedes the Schedule 13G as last amended by
Amendment No. 6 filed on February 16, 2016 with the Securities and Exchange Commission (the SEC) by Coliseum Capital Management, LLC (CCM), Coliseum Capital, LLC (CC), Coliseum
Capital Partners, L.P. (CCP), Coliseum Capital Partners II, L.P. (CCP2), Adam Gray (Gray) and Christopher Shackelton (Shackelton), relating to shares of common stock, $0.01
par value per share (the Common Stock), of Accuride Corporation (the Issuer), a corporation organized under the laws of Delaware. This Schedule 13D is being filed because the Reporting Persons may no longer
qualify to file on Schedule 13G. See Item 4 below.
Item 1. Security and Issuer.
This Schedule 13D relates to shares of the common stock, $0.01 par value per share, of Accuride Corporation, a corporation organized under the laws of
Delaware. The principal executive offices of the Issuer are located at 7140 Office Circle, Evansville, IN 47715.
Item 2. Identity and Background.
The persons filing this statement and the persons enumerated in Instruction C of Schedule 13D and, where applicable, their respective places of
organization, general partners, directors, executive officers and controlling persons and the information regarding them, are as follows:
(a) | This Schedule 13D is filed by: |
CCM, a Delaware limited liability company; |
CC, a Delaware limited liability company; |
CCP, a Delaware limited partnership; |
CCP2, a Delaware limited partnership ; |
Gray; and |
Shackelton. |
The foregoing persons are hereinafter sometimes collectively referred to as the
Reporting Persons.
(b) | The business address of the Reporting Persons is Metro Center, 1 Station Place, 7th Floor South, Stamford, CT 06902. |
(c) | The present principal occupation or employment of each of the Reporting Persons and the name, principal business and address of any corporation or other organization in which such employment is conducted is as follows: |
CCM is the investment adviser to CCP and CCP2, which are investment limited partnerships. CC is the General Partner of CCP
and CCP2. Gray and Shackelton are the managers of CC and CCM.
(d) | During the last five years, none of the Reporting Persons has been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors). |
(e) | During the last five years, none of the Reporting Persons was 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 a finding of any violation with respect to such laws. |
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Page 9 of 12 – SEC Filing
CUSIP No. 00439T206 | SCHEDULE 13D | Page 9 of 12 |
(f) | The citizenship or place of organization for each of the Reporting Persons is listed in Row 6 of the cover pages hereto. |
Item 3. Source and Amount of Funds or Other Consideration.
The source and amount of funds used in purchasing the Common Stock by the Reporting Persons and a separate account investment advisory client of CCM (the
Separate Account) were as follows:
Purchaser | Source of Funds | Amount | ||||
CCP | Working Capital | $ | 14,690,665.99 | |||
CCP2 | Working Capital | $ | 4,260,988.36 | |||
Separate Account | Working Capital | $ | 7,321,456.26 |
Item 4. Purpose of Transaction.
The Reporting Persons acquired the Common Stock for investment purposes in the Reporting Persons ordinary course of business. In addition, the Reporting
Persons collectively beneficially own $52,508,000 in principal amount of the Issuers 9.5% first lien bonds (the Bonds and, together with the Common Stock, the Securities) for investment purposes in the ordinary course
of the Reporting Persons business. In pursuing such investment purposes, the Reporting Persons may further purchase, hold, vote, trade, dispose or otherwise deal in the Securities at times, and in such manner (including pursuant to hedging
transactions), as they deem advisable to benefit from changes in market prices of the Securities, changes in the Issuers operations, business strategy or prospects, or from a sale or merger of the Issuer. To evaluate such alternatives, the
Reporting Persons routinely will monitor the Issuers operations, prospects, business development, management, competitive and strategic matters, capital structure, and prevailing market conditions, as well as alternative investment
opportunities, liquidity requirements of the Reporting Persons and other investment considerations. Consistent with their investment research methods and evaluation criteria, the Reporting Persons may discuss such matters with management or
directors of the Issuer, other shareholders, industry analysts, existing or potential strategic partners or competitors, investment and financing professionals, sources of credit and other investors. Such factors and discussions may materially
affect, and result in, the Reporting Persons modifying their ownership of the Securities, exchanging information with the Issuer pursuant to appropriate confidentiality or similar agreements, proposing changes in the Issuers operations,
governance or capitalization, or in proposing one or more of the other actions described in paragraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons reserve the right to formulate other plans and/or make other
proposals and take such actions with respect to their investment in the Issuer, including any or all of the actions set forth in paragraphs (a) through (j) of Item 4 of Schedule 13D, or acquire additional Securities or dispose of all
Securities beneficially owned by them, in public market or privately negotiated transactions. The Reporting Persons may at any time reconsider and change their plans or proposals relating to the foregoing.
Item 5. Interest in Securities of the Issuer.
(a) (b) | The information relating to the beneficial ownership of Common Stock by each of the Reporting Persons set forth in Rows 7 through 13 of the cover pages hereto is incorporated herein by reference. The percentages set forth in Row 13 for all cover pages filed herewith are calculated based upon 48,244,674 Common Stock outstanding as of April 28, 2016, as reported in the Issuers Quarterly Report on Form 10-Q, as filed with the SEC on May 3, 2016. |
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Page 10 of 12 – SEC Filing
CUSIP No. 00439T206 | SCHEDULE 13D | Page 10 of 12 |
The information required by Items 5(a) (b) is set forth in rows 7 13 of
the cover page for each of the Reporting Persons and is incorporated herein by reference.
(c) | The Reporting Persons effected the following transaction in the Common Stock in open market transactions on the dates indicated, and such transaction is the only transaction in the Common Stock by the Reporting Persons in the sixty days preceding the filing of this Schedule 13D: |
Name | Purchase or Sale | Date | Number of Shares | Weighted Average Price Per Share | ||||||||||||
CCP | Purchase | 5/3/2016 | 42,510 | $ | 1.52 | |||||||||||
CCP | Purchase | 5/4/2016 | 4,091 | $ | 1.53 | |||||||||||
CCP | Purchase | 5/5/2016 | 261,542 | $ | 1.60 | |||||||||||
CCP | Purchase | 5/20/2016 | 98,833 | $ | 1.38 | |||||||||||
CCP | Purchase | 5/23/2016 | 15,776 | $ | 1.39 | |||||||||||
CCP | Purchase | 5/24/2016 | 23,405 | $ | 1.53 | |||||||||||
CCP2 | Purchase | 5/3/2016 | 10,970 | $ | 1.52 | |||||||||||
CCP2 | Purchase | 5/4/2016 | 1,057 | $ | 1.53 | |||||||||||
CCP2 | Purchase | 5/5/2016 | 67,590 | $ | 1.60 | |||||||||||
CCP2 | Purchase | 5/20/2016 | 24,448 | $ | 1.38 | |||||||||||
CCP2 | Purchase | 5/23/2016 | 4,107 | $ | 1.39 | |||||||||||
CCP2 | Purchase | 5/24/2016 | 6,091 | $ | 1.53 | |||||||||||
Separate Account | Purchase | 5/3/2016 | 15,052 | $ | 1.52 | |||||||||||
Separate Account | Purchase | 5/4/2016 | 1,452 | $ | 1.53 | |||||||||||
Separate Account | Purchase | 5/5/2016 | 92,754 | $ | 1.60 | |||||||||||
Separate Account | Purchase | 5/20/2016 | 33,431 | $ | 1.38 | |||||||||||
Separate Account | Purchase | 5/23/2016 | 5,623 | $ | 1.39 | |||||||||||
Separate Account | Purchase | 5/24/2016 | 8,330 | $ | 1.53 |
(d) | Except as set forth in Item 6 hereof, no person other than the Reporting Persons is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock reported herein. |
(e) | Not applicable. |
The information in Items 4 and 6 hereof is incorporated herein by reference.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
CCM is an investment adviser whose clients, including CCP, CCP2 and the Separate Account, have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, the Common Stock. CC is the general partner of CCP and CCP2. Gray and Shackelton are the managers of CC and CCM.
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Page 11 of 12 – SEC Filing
CUSIP No. 00439T206 | SCHEDULE 13D | Page 11 of 12 |
The Reporting Persons are parties to an agreement with respect to the joint filing of this Schedule 13D and
any amendments thereto. A copy of such agreement is filed as Exhibit 1 to this Schedule 13D and is incorporated by reference herein.
The information in
Item 4 hereof is incorporated herein by reference.
Item 7. Material to Be Filed as Exhibits.
Exhibit | Description | |
1* | Joint Filing Agreement, dated February 17, 2015 |
* | Incorporated herein by reference to Amendment No. 5 to the Reporting Persons Schedule 13G with respect to the Common Stock filed with the SEC on February 17, 2015. |
Follow Accuride Corp (NYSE:ACW)
Follow Accuride Corp (NYSE:ACW)
Page 12 of 12 – SEC Filing
SIGNATURES
After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this
statement is true, complete and correct
DATED: May 24, 2016
COLISEUM CAPITAL MANAGEMENT, LLC | COLISEUM CAPITAL PARTNERS II, L.P. | |||||||
By: | Coliseum Capital, LLC, General Partner | |||||||
By: | /s/ Thomas Sparta | By: | /s/ Thomas Sparta | |||||
Thomas Sparta, Attorney-in-fact | Thomas Sparta, Attorney-in-fact | |||||||
COLISEUM CAPITAL, LLC | ADAM GRAY | |||||||
By: | /s/ Thomas Sparta | By: | /s/ Thomas Sparta | |||||
Thomas Sparta, Attorney-in-fact | Thomas Sparta, Attorney-in-fact | |||||||
COLISEUM CAPITAL PARTNERS, L.P. | CHRISTOPHER SHACKELTON | |||||||
By: | Coliseum Capital, LLC, General Partner | |||||||
By: | /s/ Thomas Sparta | By: | /s/ Thomas Sparta | |||||
Thomas Sparta, Attorney-in-fact | Thomas Sparta, Attorney-in-fact |