0001392210-14-000004.txt : 20140502 0001392210-14-000004.hdr.sgml : 20140502 20140502163748 ACCESSION NUMBER: 0001392210-14-000004 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140502 DATE AS OF CHANGE: 20140502 GROUP MEMBERS: SANKATY CREDIT MEMBER, LLC GROUP MEMBERS: SANKATY CREDIT OPPORTUNITIES (OFFSHORE MASTER) IV, L.P. GROUP MEMBERS: SANKATY CREDIT OPPORTUNITIES III, L.P. GROUP MEMBERS: SANKATY CREDIT OPPORTUNITIES IV, L.P. GROUP MEMBERS: SANKATY DRAWBRIDGE OPPORTUNITIES, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ACCURIDE CORP CENTRAL INDEX KEY: 0000817979 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 611109077 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-61953 FILM NUMBER: 14809918 BUSINESS ADDRESS: STREET 1: ACCURIDE STREET 2: 7140 OFFICE CIRCLE CITY: EVANSVILLE STATE: IN ZIP: 47715 BUSINESS PHONE: 8129625000 MAIL ADDRESS: STREET 1: 7140 OFFICE CIRCLE CITY: EVANSVILLE STATE: IN ZIP: 47715 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SANKATY CREDIT OPPORTUNITIES III LP CENTRAL INDEX KEY: 0001392210 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: JOHN HANCOCK TOWER STREET 2: 200 CLARENDON STREET CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6175162854 MAIL ADDRESS: STREET 1: JOHN HANCOCK TOWER STREET 2: 200 CLARENDON STREET CITY: BOSTON STATE: MA ZIP: 02116 SC 13D/A 1 Accuride13DA.txt SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101. Information to be Included in Statements Filed Pursuant to Section 240.13d-1 (a) and Amendments Thereto Filed Pursuant to Section 240.13d-2(a)) Under the Securities Exchange Act of 1934 (Amendment No. 4)* Accuride Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 00439T107 (CUSIP Number) Sankaty Advisors, LLC John Hancock Tower, 200 Clarendon St Boston, MA 02116 617-516-2000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 29, 2014 (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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person's 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 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 00439T107 1. Name of reporting persons SANKATY CREDIT OPPORTUNITIES III, L.P. EIN No.: 20-5805141 2. Check the appropriate box if a member of a group (a) (b) 3. SEC use only 4. Source of funds WC 5. Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) 6. Citizenship of place of organization Delaware Number of shares beneficially owned by each reporting person with: 7. Sole voting power 1,616,975 shares 8. Shared voting power 0 9. Sole dispositive power 1,616,975 shares 10. Shared dispositive power 0 11. Aggregate amount beneficially owned by each reporting person 1,616,975 shares 12. Check if the aggregate amount in Row (11) excludes certain share 13. Percent of class represented by amount in Row (11) 3.39% 14. Type of reporting person PN CUSIP No. 00439T107 1. Name of reporting persons SANKATY CREDIT OPPORTUNITIES IV, L.P. EIN No.: 28-1884645 2. Check the appropriate box if a member of a group (a) (b) 3. SEC use only 4. Source of funds WC 5. Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) 6. Citizenship of place of organization Delaware Number of shares beneficially owned by each reporting person with: 7. Sole voting power 176,987 shares 8. Shared voting power 0 9. Sole dispositive power 176,987 shares 10. Shared dispositive power 0 11. Aggregate amount beneficially owned by each reporting person 176,987 shares 12. Check if the aggregate amount in Row (11) excludes certain shares 13. Percent of class represented by amount in Row (11) 0.37% 14. Type of reporting person PN CUSIP No. 00439T107 1. Name of reporting persons SANKATY CREDIT OPPORTUNITIES (Offshore Master) IV, L.P. EIN No.: 98-0330306 2. Check the appropriate box if a member of a group (a) X (b) 3. SEC use only 4. Source of funds WC 5. Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 6. Citizenship of place of organization Cayman Islands Number of shares beneficially owned by each reporting person with: 7. Sole voting power 229,093 shares 8. Shared voting power 0 9. Sole dispositive power 229,093 shares 10. Shared dispositive power 0 11. Aggregate amount beneficially owned by each reporting person 229,093 shares 12. Check if the aggregate amount in Row (11) excludes certain shares 13. Percent of class represented by amount in Row (11) 0.48% 14. Type of reporting person PN CUSIP No. 00439T107 1. Name of reporting persons SANKATY DRAWBRIDGE OPPORTUNITIES, L.P. EIN No.: 98-1061876 2. Check the appropriate box if a member of a group (a) (b) 3. SEC use only 4. Source of funds WC 5. Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) 6. Citizenship of place of organization Delaware Number of shares beneficially owned by each reporting person with: 7. Sole voting power 292,660 shares 8. Shared voting power 0 9. Sole dispositive power 292,660 shares 10. Shared dispositive power 0 11. Aggregate amount beneficially owned by each reporting person 292,660 shares 12. Check if the aggregate amount in Row (11) excludes certain shares 13. Percent of class represented by amount in Row (11) 0.61% 14. Type of reporting person PN CUSIP No. 00439T107 This Amendment No. 4 to Schedule 13D ("Amendment No. 4") amends the statement on Schedule 13D filed with the Securities and Exchange Commission on July 19, 2013 (together with Amendment Nos. 3 and 4, this "statement") relating to shares of Common Stock, $0.01 par value per share (the "Common Stock") of Accuride Corporation (the "Issuer"). Items 2 and 5 are hereby amended and restated as set forth as below. Item 2. Identity and Background (a) This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the "Reporting Persons". (i) Sankaty Drawbridge Opportunities, L.P., a Cayman Islands exempted limited partnership ("SDO"), whose managing member is Sankaty Credit Member II, Ltd., a Cayman Islands incorporated company ("SCM II"). (ii) Sankaty Credit Opportunities III, L.P., a Delaware limited partnership ("SCO III"), whose sole general partner is Sankaty Credit Opportunities Investors III, LLC, a Delaware limited liability company, ("SCOI III"), whose managing member is Sankaty Credit Member, LLC, a Delaware limited liability company ("SCM"). (iii) Sankaty Credit Opportunities IV, L.P., a Delaware limited partnership ("SCO IV"), whose sole general partner is Sankaty Credit Opportunities Investors IV, LLC, a Delaware limited liability company, ("SCOI IV"), whose managing member is SCM. (iv) Sankaty Credit Opportunities (Offshore Master) IV, L.P., a Cayman Islands exempted limited partnership ("SCOM IV"), whose sole general partner is Sankaty Credit Opportunities Investors (Offshore) IV, L.P., a Cayman Islands exempted limited partnership ("SCOIO IV"), whose sole general partner is SCM II. (v) Mr. Jonathan Lavine is the managing member of SCM and the sole director of SCM II. (b) The address of the principal business office of the Reporting Persons is c/o John Hancock Tower, 200 Clarendon Street, Boston, Massachusetts 02116. (c) The Reporting Persons are principally engaged in the business of the investment in securities. (d) None of the Reporting Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) None of the Reporting Persons, during the last five years, been a party to any 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. (f) The Reporting Persons were organized under the laws of the State of Delaware and the Cayman Island as mentioned above. Item 5. Interest in Securities of the Issuer (a), (b) The information set forth in Rows 7 through 13 of the cover pages to this Schedule 13D is hereby incorporated herein by reference for each Reporting Person. (c) The information set forth in Item 3 is hereby incorporated by reference for each Reporting Person. On April 28, 29,30, May 1 and 2, 2014, the Reporting Persons collectively sold 1,639,801 shares of the Issuer, which reduced the Reporting Persons' holdings to 4.85% from 8.36% ownership (a greater than one percent decline) reported by the Reporting Persons in their Schedule 13D filed on July 19, 2013. Those transactions are listed below. Date: Reporting Person: Shares: Price: 4/28/2014 SDO 25,415 $ 5.02 4/28/2014 SCO III 140,420 $ 5.02 4/28/2014 SCOM IV 19,854 $ 5.02 4/28/2014 SCO IV 15,411 $ 5.02 4/29/2014 SDO 104,264 $ 5.31 4/29/2014 SCO III 576,066 $ 5.31 4/29/2014 SCO M IV 81,449 $ 5.31 4/29/2014 SCO IV 63,221 $ 5.31 4/30/2014 SDO 44,233 $ 5.56 4/30/2014 SCO III 244,392 $ 5.56 4/30/2014 SCOM IV 34,554 $ 5.56 4/30/2014 SCO IV 26,821 $ 5.56 5/1/2014 SDO 18,957 $ 5.59 5/1/2014 SCO III 104,739 $ 5.59 5/1/2014 SCOM IV 14,809 $ 5.59 5/1/2014 SCO IV 11,495 $ 5.59 5/2/2014 SDO 14,370 $ 5.60 5/2/2014 SCO III 79,393 $ 5.60 5/2/2014 SCOM IV 11,225 $ 5.60 5/2/2014 SCO IV 8,713 $ 5.60 (d) Not applicable. (e) If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: X 1 Based on 47,702,504 shares outstanding as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended March 31, 2014. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: May 2, 2014 Sankaty Drawbridge Opportunities, L.P. Sankaty Credit Opportunities III, L.P. Sankaty Credit Opportunities IV, L.P. Sankaty Credit Opportunities (Offshore Master) IV, L.P. By: /S/ JONATHAN LAVINE Name: Jonathan Lavine Title: Managing Director