0001637655-23-000023.txt : 20230209
0001637655-23-000023.hdr.sgml : 20230209
20230209205901
ACCESSION NUMBER: 0001637655-23-000023
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20230208
FILED AS OF DATE: 20230209
DATE AS OF CHANGE: 20230209
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Corre Partners Management, LLC
CENTRAL INDEX KEY: 0001537323
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37427
FILM NUMBER: 23608215
BUSINESS ADDRESS:
STREET 1: 12 EAST 49TH STREET
STREET 2: SUITE 4003
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 646 863 7150
MAIL ADDRESS:
STREET 1: 12 EAST 49TH STREET
STREET 2: SUITE 4003
CITY: NEW YORK
STATE: NY
ZIP: 10017
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Horizon Global Corp
CENTRAL INDEX KEY: 0001637655
STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714]
IRS NUMBER: 473574483
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 47912 HALYARD DRIVE
STREET 2: SUITE 100
CITY: PLYMOUTH
STATE: MI
ZIP: 48170
BUSINESS PHONE: 7346563000
MAIL ADDRESS:
STREET 1: 47912 HALYARD DRIVE
STREET 2: SUITE 100
CITY: PLYMOUTH
STATE: MI
ZIP: 48170
4
1
wf-form4_167599432299306.xml
FORM 4
X0306
4
2023-02-08
1
0001637655
Horizon Global Corp
HZN
0001537323
Corre Partners Management, LLC
12 EAST 49TH STREET
40TH FLOOR
NEW YORK
NY
10017
1
0
0
1
See Remarks
Common Stock
2023-02-08
4
U
0
2442224
1.75
D
33333
I
See Footnote
Common Stock
2023-02-08
4
D
0
33333
1.75
D
0
I
See Footnote
Warrants To Purchase Common Stock
1.5
2023-02-08
4
D
0
4212528
0.25
D
2019-03-15
2024-03-15
Common Stock
4212528.0
0
I
See Footnote
Pursuant to the Agreement and Plan of Merger, dated December 30, 2022, by and among First Brands Group, LLC, PHX Merger Sub, Inc. ("Merger Sub") and the Issuer (the "Merger Agreement") by which Merger Sub merged with and into Issuer, with Issuer continuing as the surviving corporation (the "Merger"), shares of Issuer Common Stock were tendered by the Insider, and outstanding restricted stock units ("RSUs") were canceled, for the per-unit or per-share purchase price of $1.75.
The reported securities are directly owned by clients of Corre Partners Management, LLC ("Corre"). The securities may be deemed to be beneficially owned by Corre because Corre serves as the investment manager to each such client. Corre disclaims any beneficial ownership of any and all of the Issuer's securities reported herein in excess of its actual pecuniary interest.
The amounts include shares of the Issuer's Common Stock underlying warrants held by Corre that were subject to limitations on the right to exercise.
Pursuant to the Agreement and Plan of Merger, dated December 30, 2022, by and among First Brands Group, LLC, PHX Merger Sub, Inc. ("Merger Sub") and the Issuer (the "Merger Agreement") by which Merger Sub merged with and into Issuer, with Issuer continuing as the surviving corporation (the "Merger"), the warrants were deemed automatically exercised and canceled for the aggregate price of the per-warrant purchase price of $1.75 minus the per-warrant exercise price of $1.50 times the number of warrants.
Corre may be deemed to be a director by deputization for purposes of Section 16 under the Securities and Exchange Act of 1934 by virtue of the fact that John Barrett, Managing Partner of Corre, served on the board of directors of the Issuer.
/s/ Paula Reno, Attorney-in-Fact
2023-02-09
EX-24
2
ex_241correxpoa.txt
EXHIBIT 24.1 POWER OF ATTORNEY
Exhibit 24.1
POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby
constitutes and appoints Jay Goldbaum and Paula
Reno, each individually, the undersigned's true and lawful
attorney-in-fact to:
(a) execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director of
Horizon Global Corporation (the "Company"), Forms 3, 4 and 5
in accordance with Section 16(a) of the Securities Exchange Act
of 1934 and the rules thereunder;
(b) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and
execute any such Forms 3, 4 or 5, complete and execute any
amendment or amendments thereto, and timely file such form with
the United States Securities and Exchange Commission and any
stock exchange or similar authority; and
(c) take any other action of any type whatsoever in connection
with the foregoing which, in the opinion of such attorney-in-
fact, may be of benefit to, in the best interest of, or legally
required by, the undersigned, it being understood that the
documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such
attorney-in-fact may approve in such attorney-in-fact's
discretion.
The undersigned hereby grants to each of such attorneys-in-fact
full power and authority to do and perform any and every act and
thing whatsoever requisite, necessary, or proper to be done in
the exercise of any of the rights and powers herein granted, as
fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution
or revocation, hereby ratifying and confirming all that such
attorneys-in-fact, or such attorney-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of
this power of attorney and the rights and powers herein granted.
The undersigned acknowledges that the foregoing attorneys-in-
fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any
of the undersigned's responsibilities to comply with Section 16
of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3, 4
and 5 with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless earlier
revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 19th day of April, 2021.
/s/ John F. Barrett
Name: Corre Partners Management, LLC.
John F. Barrett, Managing Partner and Chief Investment Officer