0000950103-22-019515.txt : 20221110
0000950103-22-019515.hdr.sgml : 20221110
20221110170019
ACCESSION NUMBER: 0000950103-22-019515
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221103
FILED AS OF DATE: 20221110
DATE AS OF CHANGE: 20221110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BAIN CAPITAL CREDIT MEMBER, LLC
CENTRAL INDEX KEY: 0001309111
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39733
FILM NUMBER: 221378264
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-516-2000
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: SANKATY CREDIT MEMBER, LLC
DATE OF NAME CHANGE: 20041118
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BCC Redwire Aggregator, L.P.
CENTRAL INDEX KEY: 0001953825
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39733
FILM NUMBER: 221378263
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6175162000
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Redwire Corp
CENTRAL INDEX KEY: 0001819810
STANDARD INDUSTRIAL CLASSIFICATION: GUIDED MISSILES & SPACE VEHICLES & PARTS [3760]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 8226 PHILIPS HIGHWAY, SUITE 101
CITY: JACKSONVILLE
STATE: FL
ZIP: 32256
BUSINESS PHONE: 650 701-7722
MAIL ADDRESS:
STREET 1: 8226 PHILIPS HIGHWAY, SUITE 101
CITY: JACKSONVILLE
STATE: FL
ZIP: 32256
FORMER COMPANY:
FORMER CONFORMED NAME: Genesis Park Acquisition Corp.
DATE OF NAME CHANGE: 20200731
3
1
dp184175_3-bain.xml
FORM 3
X0206
3
2022-11-03
0
0001819810
Redwire Corp
RDW
0001309111
BAIN CAPITAL CREDIT MEMBER, LLC
200 CLARENDON STREET
BOSTON
MA
02116
0
0
1
0
0001953825
BCC Redwire Aggregator, L.P.
C/O BAIN CAPITAL CREDIT MEMBER, LLC
200 CLARENDON STREET
BOSTON
MA
02116
0
0
1
0
Series A Convertible Preferred Stock
3.05
Common Stock
16393442
I
See footnote
In connection with the consummation of the transactions contemplated by the Investment Agreement, dated as of October 28, 2022, between the Issuer and BCC Redwire Aggregator, L.P., a Delaware limited partnership ("BCCR"), BCCR acquired (i) 40,000 shares of Series A Convertible Preferred Stock, par value $0.0001 per share (the "Series A Convertible Preferred Stock") from the Issuer for an aggregate purchase price of $40 million and (ii) 10,000 shares of Series A Convertible Preferred Stock from AE Industrial Partners Fund II, LP and AE Industrial Partners Structured Solutions I, LP (together, the "AE Sellers") for an aggregate purchase price of $10 million, which such 10,000 shares were subject to a transfer obligation pursuant to a transfer agreement among the Issuer, BCCR and the AE Sellers entered into on October 28, 2022.
The Series A Convertible Preferred Stock accrues dividends, payable in cash or, at the option of the Issuer, paid in kind, at a rate of 13% per annum if paid in cash or 15% per annum if paid in kind ("PIK Payment"), subject to certain adjustments.
The Series A Convertible Preferred Stock is convertible at any time, at the holder's election. The Series A Convertible Preferred Stock has no expiration date; however, the Issuer must offer to repurchase each outstanding share of Series A Convertible Preferred Stock in the event of a fundamental change and each share of Series A Convertible Preferred Stock will mandatorily convert into shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock"), upon the satisfaction of certain conditions.
The number of shares of Series A Convertible Preferred Stock held by the Reporting Person and the shares of Common Stock underlying such Series A Convertible Preferred Stock will increase for each dividend period in which the Issuer elects to pay dividends payable with respect to the Series A Convertible Preferred Stock as dividends paid in kind.
The conversion price is subject to customary anti-dilution adjustments, including in the event of any stock split, stock dividend, recapitalization or similar events.
The shares of Series A Convertible Preferred Stock are held directly by BCCR. Bain Capital Credit, Member, LLC, a Delaware limited liability company ("BCCM"), is the general partner of BCCR. As a result of the relationships described in this statement, BCCM may be deemed to possess indirect beneficial ownership of the shares of Common Stock held by BCCR. BCCM disclaims indirect beneficial ownership of the securities reported herein except to the extent of its pecuniary interest in such shares.
By: Bain Capital Credit Member, LLC, /s/ Michael Treisman, Managing Director and General Counsel
2022-11-10
By: BCC Redwire Aggregator, L.P., by Bain Capital Credit Member, LLC, its general partner, /s/ Michael Treisman, Managing Director and General Counsel
2022-11-10