-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DSmi/XSS4ibDnI9WCxBtHB3Mgsgw7CfgTQZYHaOSf6xlx28REfJK3rHRK2w8hiBl zJJDg2n2VwzWhw6Z/ANN6g== 0000914760-07-000054.txt : 20070411 0000914760-07-000054.hdr.sgml : 20070411 20070411134716 ACCESSION NUMBER: 0000914760-07-000054 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 6 FILED AS OF DATE: 20070411 DATE AS OF CHANGE: 20070411 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CASTLE A M & CO CENTRAL INDEX KEY: 0000018172 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-METALS SERVICE CENTERS & OFFICES [5051] IRS NUMBER: 360879160 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-31304 FILM NUMBER: 07760873 BUSINESS ADDRESS: STREET 1: 3400 N WOLF RD CITY: FRANKLIN PARK STATE: IL ZIP: 60131 BUSINESS PHONE: 7084557111 MAIL ADDRESS: STREET 1: 3400 N WOLF RD CITY: FRANKLIN PARK STATE: IL ZIP: 60131 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WB & CO CENTRAL INDEX KEY: 0000925756 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 363854810 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O SIMPSON ESTATES INC STREET 2: 30 N LASALLE SUITE CITY: CHICAGO STATE: IL ZIP: 60602 BUSINESS PHONE: 312-726-3110 MAIL ADDRESS: STREET 1: C/O SIMPSON ESTATES STREET 2: 30 N LASALLE SUITE 1232 CITY: CHICAGO STATE: IL ZIP: 60602 SC 13D/A 1 s05104_13da4.htm AMENDMENT NO. 4

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)*

 

A.M. Castle & Co.

(Name of Issuer)

 

Common Stock, no par value

 

(Title of Class of Securities)

 

148411101

 

(Cusip Number)

 

Patrick J. Herbert, III

30 N. LaSalle Street

Suite 1232

Chicago, IL 60602

 

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

April 2, 2007

 

(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), 240.13d-1(f) or 240.13d-1(g), check the following box / /.

 

*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).

 


SCHEDULE 13D

 

CUSIP No. 148411 10 1

 

1.

Names of Reporting Persons:

I.R.S. Identification Nos. of Above Persons (entities only):

 

W. B. & Co.

 

(General Partners: Patrick J. Herbert, III and Simpson Estates, Inc.)

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions):

 

(a) / /

 

(b) /x/

 

3.

SEC Use Only:

 

4.

Source of Funds (See Instruction):

 

OO

 

5.

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e):

/ /

 

6.

Citizenship or Place of Organization:

 

Illinois

 

 

7.

Sole Voting Power:

 

-0-

Number of Shares

 

Beneficially

8.

Shared Voting Power:

 

Owned by

6,397,363

 

Each

 

Reporting

9.

Sole Dispositive Power:

 

Person

-0-

 

With

 

 

10.

Shared Dispositive Power:

 

-0-

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person:

6,397,363 (See Item 3)

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):

/ /

 

13.

Percent of Class Represented by Amount in Row (11):

 

34.0% based on 18,841,313 shares of Common Stock deemed outstanding as of March 9, 2007.

 

14.

Type of Reporting Person (See Instructions):

 

PN

 


CUSIP No. 148411 10 1

 

1.

Names of Reporting Persons:

I.R.S. Identification Nos. of Above Persons (entities only):

 

Simpson Estates, Inc.

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions):

 

(a) / /

 

(b) /x/

 

3.

SEC Use Only:

 

4.

Source of Funds (See Instruction):

 

OO

 

5.

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e):

/ /

 

6.

Citizenship or Place of Organization:

 

Illinois

 

 

7.

Sole Voting Power:

 

-0-

Number of Shares

 

Beneficially

8.

Shared Voting Power:

 

Owned by

6,397,363

 

Each

 

Reporting

9.

Sole Dispositive Power:

 

Person

-0-

 

With

 

 

 

10.

Shared Dispositive Power:

 

-0-

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person:

6,397,363 (See Item 3)

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

/ /

 

13.

Percent of Class Represented by Amount in Row (11):

 

34.0% based on 18,841,313 shares of Common Stock deemed outstanding as of March 9, 2007.

 

14.

Type of Reporting Person (See Instructions):

 

CO

 


CUSIP No. 148411 10 1

 

1.

Names of Reporting Persons:

I.R.S. Identification Nos. of Above Persons (entities only):

 

Patrick J. Herbert, III

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions):

 

(a) / /

 

(b) /x/

 

3.

SEC Use Only:

 

4.

Source of Funds (See Instruction):

 

OO

 

5.

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e):

/ /

 

6.

Citizenship or Place of Organization:

 

Illinois

 

 

7.

Sole Voting Power:

 

126,017

Number of Shares

 

Beneficially

8.

Shared Voting Power:

 

Owned by

7,268,225

 

Each

 

Reporting

9.

Sole Dispositive Power:

 

Person

3,622,297

 

With

 

 

 

10.

Shared Dispositive Power:

 

1,020,816

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person:

7,394,242 (See Item 3)

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):

/ /

 

13.

Percent of Class Represented by Amount in Row (11):

 

39.1% based on 18,892,851 shares of Common Stock deemed outstanding as of March 9, 2007.

 

14.

Type of Reporting Person (See Instructions)

 

IN

 


CUSIP No. 148411 10 1

 

1.

Names of Reporting Persons:

I.R.S. Identification Nos. of Above Persons (entities only):

 

Susan S. Cavender

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions):

 

(a) / /

 

(b) /x/

 

3.

SEC Use Only:

 

4.

Source of Funds (See Instruction):

 

OO

 

5.

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e):

/ /

 

6.

Citizenship or Place of Organization:

 

Illinois

 

 

7.

Sole Voting Power:

 

5,587

Number of Shares

 

Beneficially

8.

Shared Voting Power:

 

Owned by

1,116,723

 

Each

 

Reporting

9.

Sole Dispositive Power:

 

Person

1,122,310

 

With

 

 

 

10.

Shared Dispositive Power:

 

-0-

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person:

1,122,310 (See Item 3)

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):

/ /

 

13.

Percent of Class Represented by Amount in Row (11):

 

6.5% based on 17,376,440 shares of Common Stock deemed outstanding as of March 9, 2007.

 

14.

Type of Reporting Person (See Instructions)

                IN


CUSIP No. 148411 10 1

 

1.

Names of Reporting Persons:

I.R.S. Identification Nos. of Above Persons (entities only):

 

Gwendolyn S. Chabrier 2001 Trust

 

(Patrick J. Herbert, III Trustee)

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions):

 

(a) / /

 

(b) /x/

 

3.

SEC Use Only

 

4.

Source of Funds (See Instruction):

 

OO

 

5.

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e):

/ /

 

6.

Citizenship or Place of Organization:

 

Illinois

 

 

7.

Sole Voting Power:

 

-0-

Number of Shares

 

Beneficially

8.

Shared Voting Power:

 

Owned by

993,837

 

Each

 

Reporting

9.

Sole Dispositive Power:

 

Person

993,837

 

With

 

 

 

10.

Shared Dispositive Power:

 

-0-

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person:

993,837 (See Item 3)

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):

/ /

 

13.

Percent of Class Represented by Amount in Row (11):

 

5.8% based on 17,234,437 shares of Common Stock deemed outstanding as of March 9, 2007.

 

14.

Type of Reporting Person (See Instructions)

 

OO

 

 

 

 


Explanatory Note

          This Amendment No. 4 (the “Amendment No. 4”) relates to the Common Stock and related Preferred Stock of A.M. Castle, a Maryland corporation (the “Company”), which has its principal executive offices at 3400 N. Wolf Road, Franklin Park, IL 60131.  This Amendment No. 4 amends and supplements Items 2, 4, and 5, as set forth below, contained in the original Schedule 13D filed by the Reporting Persons (as so amended, the “Original Schedule 13D”).

 

          This Amendment No. 4 is being filed to disclose that, on April 2, 2007, 1,531,927 shares of the Company's Common Stock and related Preferred Stock were distributed from various trusts to (1) Susan Cavender and (2) the Gwendolyn S. Chabrier 2001 Trust, who both then transferred voting control of the shares to W.B. & Co. This Amendment No. 4 adds Susan S. Cavender and the Gwendolyn S. Chabrier 2001 Trust as Reporting Persons.

 

Item 2.

Identity and Background.

 

 

This statement is being jointly filed by the following persons (the “Reporting Persons”):

 

(1) W.B. & Co. W.B. & Co. is a nominee partnership with Simpson Estates, Inc. and Patrick J. Herbert, III as general partners. The principal business address of W.B. & Co. is c/o Simpson Estates, 30 North LaSalle St., Suite 1232, Chicago, Illinois 60602.

 

(2) Simpson Estates, Inc. Simpson Estates, Inc. is a corporation that serves as general partner of W.B. & Co. The principal business address of Simpson Estates, Inc. is 30 North LaSalle St., Suite 1232, Chicago, Illinois 60602.

 

(3) Patrick J. Herbert, III. Patrick J. Herbert, III is President of Simpson Estates, Inc. and serves as a general partner of W.B. & Co. The principal business address of Patrick J. Herbert, III is c/o Simpson Estates, 30 North LaSalle St., Suite 1232, Chicago, Illinois 60602.

 

(4) Susan S. Cavender. Susan S. Cavender is a private individual. The principal address of Susan S. Cavender is c/o Simpson Estates, 30 North LaSalle St., Suite 1232, Chicago, Illinois 60602.

 

(5) Gwendolyn S. Chabrier 2001 Trust. Gwendolyn S. Chabrier 2001 Trust has Gwendolyn S. Chabrier as a beneficiary. The principal address of the Gwendolyn S. Chabrier 2001 Trust is c/o Simpson Estates, 30 North LaSalle St., Suite 1232, Chicago, Illinois 60602.

 

During the past five years, none of the Reporting Persons have been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding were 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 4.

Purpose.

 

 

The Common Stock of the Issuer is being held by all Reporting Persons for investment purposes only and the Reporting Persons do not have any plans or proposals with respect to such Common Stock.

 

Item 5.

Interest In Securities of the Issuer.

 

 


 

 

 

The information concerning percentages of ownership set forth on the facing pages for each Reporting Person is based on 17,047,591 shares of Common Stock and, on a converted basis, 1,793,722 shares of Common Stock underlying the Series A Preferred Stock, reported outstanding as of March 9, 2007 in the Company’s most recent Proxy Statement for its Annual Meeting of Shareholders, filed on March 26, 2007.

 

(a)         W.B. & Co.: 6,397,363 shares of Common Stock (34.0% based on 18,841,313 shares deemed

outstanding as of March 9, 2007).

 

Simpson Estates, Inc.: 6,397,363 shares of Common Stock (34.0% based on 18,841,313 shares

deemed outstanding as of March 9, 2007).

 

Patrick J. Herbert, III: 7,394,242 shares of Common Stock (39.1% based on 18,892,851 shares deemed outstanding as of March 9, 2007).

 

Susan S. Cavender: 1,122,310 shares of Common Stock (6.5% based on 17,376,440 shares deemed outstanding as of March 9, 2007).

 

Gwendolyn S. Chabrier 2001 Trust: 993,837 shares of Common Stock (5.8% based on 17,234,437 shares deemed outstanding as of March 9, 2007).

 

(b)         See facing pages for each Reporting Person.

 

(c)          No transactions in shares of Common Stock were effected by any of the Reporting Persons in

the past 60 days except for the transactions described in the Explanatory Note above.

 

(d)          None.

 

(e)          Not applicable.

 

 

 

 

 


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.

April 10, 2007

W.B. & Co.

 

By: /s/ Patrick J. Herbert, III

 

Patrick J. Herbert, III

 

as General Partner

April 10, 2007

Simpson Estates, Inc.

 

By: /s/ Patrick J. Herbert, III

 

Patrick J. Herbert, III

 

as President

April 10, 2007

/s/ Patrick J. Herbert, III

 

Patrick J. Herbert, III

April 10, 2007

/s/ Susan S. Cavender

 

Susan S. Cavender

April 10, 2007

Gwendolyn S. Chabrier 2001 Trust

 

By: /s/ Patrick J. Herbert, III

 

Patrick J. Herbert, III

 

as Trustee

 

 


Exhibit 1

 

AGREEMENT TO JOINTLY FILE SCHEDULE 13D

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D (or any amendment thereof) need be filed on their behalf with respect to the beneficial ownership of any equity securities of A.M. Castle, or any subsequent acquisitions or dispositions of equity securities of A.M. Castle by any of the undersigned.

April 10, 2007

W.B. & Co.

 

By: /s/ Patrick J. Herbert, III

 

Patrick J. Herbert, III

 

as General Partner

April 10, 2007

Simpson Estates, Inc.

 

By: /s/ PatrickJ. Herbert, III

 

Patrick J. Herbert, III

 

as President

April 10, 2007

/s/ Patrick J. Herbert, III

 

Patrick J. Herbert, III

April 10, 2007

/s/ Susan S. Cavender

 

Susan S. Cavender

April 10, 2007

Gwendolyn S. Chabrier 2001 Trust

 

By: /s/ Patrick J. Herbert, III

 

Patrick J. Herbert, III

 

as Trustee

 

 

 

GRAPHIC 2 img1.gif GRAPHIC begin 644 img1.gif M1TE&.#EA<@($`'<`,2'^&E-O9G1W87)E.B!-:6-R;W-O9G0@3V9F:6-E`"'Y M!`$`````+`$``0!P`@(`@0```("`@-34U`$"`P(RC(^IR^T/HYRTVHNSWKS[ E#X;B2)9F**3JRK;N"\?R3-?VC>?ZSO?^#PP*A\2B\8A,$@L`.S\_ ` end GRAPHIC 3 img2.gif GRAPHIC begin 644 img2.gif M1TE&.#EA<@(#`'<`,2'^&E-O9G1W87)E.B!-:6-R;W-O9G0@3V9F:6-E`"'Y M!`$`````+`$```!P`@(`@0```("`@-34U`$"`P(RC(^IR^T/HYRTVHNSWKS[ E#X;B2)9F**3JRK;N"\?R3-?VC>?ZSO?^#PP*A\2B\8A,$@L`.S\_ ` end GRAPHIC 4 img3.gif GRAPHIC begin 644 img3.gif M1TE&.#EA<@(#`'<`,2'^&E-O9G1W87)E.B!-:6-R;W-O9G0@3V9F:6-E`"'Y M!`$`````+`$``0!P`@(`@0```("`@-34U`$"`P(RC(^IR^T/HYRTVHNSWKS[ E#X;B2)9F**3JRK;N"\?R3-?VC>?ZSO?^#PP*A\2B\8A,$@L`.S\_ ` end GRAPHIC 5 img4.gif GRAPHIC begin 644 img4.gif M1TE&.#EA<@($`'<`,2'^&E-O9G1W87)E.B!-:6-R;W-O9G0@3V9F:6-E`"'Y M!`$`````+````0!Q`@(`@0```("`@-34U`$"`P(SC(^IR^T/HYRTVHNSWKS[ F#X;B2):F"`CJRK;N"\?R3-?VC>?ZSO?^#PP*A\2B\8A,*HL%`#L_ ` end GRAPHIC 6 img5.gif GRAPHIC begin 644 img5.gif M1TE&.#EA<@(#`'<`,2'^&E-O9G1W87)E.B!-:6-R;W-O9G0@3V9F:6-E`"'Y M!`$`````+`$```!P`@,`@0```("`@-34U`$"`P)2C(^IR^T/HYRTVHNSWKS[ M#X;B2)9F*`#JRK;N"\?R3-?VC>?ZSO?^#PP*A\2B\8A,*HN"IO,)C4JGU*KU 8BLUJM]RN]PL.B\?DLOF,3JO7[/:Y```[ ` end
-----END PRIVACY-ENHANCED MESSAGE-----