0000902664-22-004762.txt : 20221107
0000902664-22-004762.hdr.sgml : 20221107
20221107160025
ACCESSION NUMBER: 0000902664-22-004762
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221103
FILED AS OF DATE: 20221107
DATE AS OF CHANGE: 20221107
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: AXAR CAPITAL MANAGEMENT L.P.
CENTRAL INDEX KEY: 0001650781
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39172
FILM NUMBER: 221365326
BUSINESS ADDRESS:
STREET 1: 402 W 13TH STREET
STREET 2: FLOOR 5
CITY: NEW YORK
STATE: NY
ZIP: 10014
BUSINESS PHONE: 212.356.6130
MAIL ADDRESS:
STREET 1: 402 W 13TH STREET
STREET 2: FLOOR 5
CITY: NEW YORK
STATE: NY
ZIP: 10014
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Axar GP, LLC
CENTRAL INDEX KEY: 0001673869
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39172
FILM NUMBER: 221365325
BUSINESS ADDRESS:
STREET 1: 1330 AVENUE OF THE AMERICAS, 6TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212-356-6130
MAIL ADDRESS:
STREET 1: 1330 AVENUE OF THE AMERICAS, 6TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Axelrod Andrew
CENTRAL INDEX KEY: 0001673921
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39172
FILM NUMBER: 221365327
MAIL ADDRESS:
STREET 1: C/O AXAR CAPITAL MANAGEMENT, LP
STREET 2: 402 W 13TH STREET, FLOOR 5
CITY: NEW YORK
STATE: NY
ZIP: 10014
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Stonemor Inc.
CENTRAL INDEX KEY: 0001753886
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3600 HORIZON BOULEVARD
CITY: TREVOSE
STATE: PA
ZIP: 19053
BUSINESS PHONE: (215) 826-2800
MAIL ADDRESS:
STREET 1: 3600 HORIZON BOULEVARD
CITY: TREVOSE
STATE: PA
ZIP: 19053
FORMER COMPANY:
FORMER CONFORMED NAME: Stonemor GP LLC
DATE OF NAME CHANGE: 20180921
4
1
ownership.xml
X0306
4
2022-11-03
0
0001753886
Stonemor Inc.
STON
0001673921
Axelrod Andrew
C/O AXAR CAPITAL MANAGEMENT, LP
402 W 13TH STREET, FLOOR 5
NEW YORK
NY
10014
1
0
1
0
0001650781
AXAR CAPITAL MANAGEMENT L.P.
402 W 13TH STREET, FLOOR 5
NEW YORK
NY
10014
1
0
1
1
See Remarks
0001673869
Axar GP, LLC
C/O AXAR CAPITAL MANAGEMENT, LP
402 W 13TH STREET, FLOOR 5
NEW YORK
NY
10014
1
0
1
1
See Remarks
Common Stock, par value $0.01 (Common Stock)
2022-11-03
4
A
0
88633045
3.50
D
0
I
See footnote
Equity Swaps (obligation to buy)
2022-11-03
4
J
1
1536717
D
Common Stock
1536717
0
I
See footnote
Restricted Phantom Common Stock
2022-11-03
4
A
0
9174.31
3.50
D
Common Stock
9174.31
0
D
As described in the Schedule 13D/A filed by the Reporting Persons with the Securities and Exchange Commission on the date hereof (the "Schedule 13D/A"), on November 3, 2022, the Merger was consummated and all the shares of Common Stock held by the Reporting Persons were contributed pursuant to the terms of the Contribution Agreement. At the Effective Time, shareholders of the Issuer ceased to have any rights with respect to shares of the Common Stock, except their rights under the Merger Agreement. Capitalized terms used but not defined in this Form 4 shall have the meaning set forth in the Schedule 13D/A.
This Form 4 is filed by Axar Capital Management, LP (the "Investment Manager"), Axar GP LLC ("GP") and Mr. Andrew Axelrod, with respect to the securities held by certain funds and/or managed accounts (collectively, the "Axar Vehicles"). The Investment Manager serves as the investment manager of the Axar Vehicles. GP is the general partner of Investment Manager. Mr. Andrew Axelrod serves as the sole member of the GP.
Settlement of cash settled equity swaps with reference prices ranging from $3.1227 to $7.5565. The cash settled equity swaps were settled pursuant to their terms. The swaps were exercisable at any time and had an expiration date of June 20, 2025. The notional shares settled under the swap contract were settled at a settlement price of $3.50.
This award of restricted phantom Common Stock was cancelled pursuant to the Merger Agreement in exchange for a cash payment of $32,110.09, representing the cash merger consideration.
Because Andrew Axelrod serves on the board of directors of the Issuer as a representative of the Reporting Persons, each of the Investment Manager and the GP is a director by deputization.
AXAR CAPITAL MANAGEMENT, LP, By: Axar GP LLC, its general partner, By:/s/ Andrew Axelrod, its Sole Member
2022-11-07
AXAR GP LLC, By: /s/ Andrew Axelrod, its Sole Member
2022-11-07
/s/ Andrew Axelrod
2022-11-07