0000899243-17-011449.txt : 20170502
0000899243-17-011449.hdr.sgml : 20170502
20170502171200
ACCESSION NUMBER: 0000899243-17-011449
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170501
FILED AS OF DATE: 20170502
DATE AS OF CHANGE: 20170502
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ADVANCED ENVIRONMENTAL RECYCLING TECHNOLOGIES INC
CENTRAL INDEX KEY: 0000849706
STANDARD INDUSTRIAL CLASSIFICATION: MILLWOOD, VENEER, PLYWOOD & STRUCTURAL WOOD MEMBERS [2430]
IRS NUMBER: 710675758
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 914 N. JEFFERSON STREET
CITY: SPRINGDALE
STATE: AR
ZIP: 72764
BUSINESS PHONE: 479-756-7400
MAIL ADDRESS:
STREET 1: 914 N. JEFFERSON ST.
CITY: SPRINGDALE
STATE: AR
ZIP: 72764
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HIG GP II INC
CENTRAL INDEX KEY: 0001173671
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10367
FILM NUMBER: 17806072
BUSINESS ADDRESS:
STREET 1: 1001 BRICKELL BAY DR
STREET 2: 27TH FL
CITY: MIAMI
STATE: FL
ZIP: 33131
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BAYSIDE OPPORTUNITY ADVISORS, LLC
CENTRAL INDEX KEY: 0001411105
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10367
FILM NUMBER: 17806073
BUSINESS ADDRESS:
STREET 1: 1001 BRICKELL BAY DRIVE,
STREET 2: 26TH FLOOR
CITY: MIAMI
STATE: FL
ZIP: 33131
BUSINESS PHONE: 305-379-8686
MAIL ADDRESS:
STREET 1: 1001 BRICKELL BAY DRIVE,
STREET 2: 26TH FLOOR
CITY: MIAMI
STATE: FL
ZIP: 33131
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: H.I.G. Advisors IV, L.L.C.
CENTRAL INDEX KEY: 0001476298
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1209
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10367
FILM NUMBER: 17806074
BUSINESS ADDRESS:
STREET 1: 1001 BRICKELL BAY BRIVE
STREET 2: 27TH FLOOR
CITY: MIAMI
STATE: FL
ZIP: 33131
BUSINESS PHONE: 305-379-2322
MAIL ADDRESS:
STREET 1: 1001 BRICKELL BAY BRIVE
STREET 2: 27TH FLOOR
CITY: MIAMI
STATE: FL
ZIP: 33131
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BAYSIDE OPPORTUNITY FUND, LP
CENTRAL INDEX KEY: 0001411104
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10367
FILM NUMBER: 17806075
BUSINESS ADDRESS:
STREET 1: 1001 BRICKELL BAY DRIVE,
STREET 2: 26TH FLOOR
CITY: MIAMI
STATE: FL
ZIP: 33131
BUSINESS PHONE: 305-379-8686
MAIL ADDRESS:
STREET 1: 1001 BRICKELL BAY DRIVE,
STREET 2: 26TH FLOOR
CITY: MIAMI
STATE: FL
ZIP: 33131
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: H.I.G. AERT, LLC
CENTRAL INDEX KEY: 0001514282
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10367
FILM NUMBER: 17806077
BUSINESS ADDRESS:
STREET 1: 855 BOYLSTON STREET
STREET 2: 11TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: (617)262-8455
MAIL ADDRESS:
STREET 1: 855 BOYLSTON STREET
STREET 2: 11TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MNAYMNEH SAMI
CENTRAL INDEX KEY: 0001050046
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10367
FILM NUMBER: 17806071
MAIL ADDRESS:
STREET 1: 1001 SOUTH BAYSHORE DRIVE
STREET 2: STE 2708
CITY: MIAMI
STATE: FL
ZIP: 33131
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: H.I.G. Capital Partners IV, L.P.
CENTRAL INDEX KEY: 0001476299
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1209
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10367
FILM NUMBER: 17806076
BUSINESS ADDRESS:
STREET 1: 1001 BRICKELL BAY BRIVE
STREET 2: 27TH FLOOR
CITY: MIAMI
STATE: FL
ZIP: 33131
BUSINESS PHONE: 305-379-2322
MAIL ADDRESS:
STREET 1: 1001 BRICKELL BAY BRIVE
STREET 2: 27TH FLOOR
CITY: MIAMI
STATE: FL
ZIP: 33131
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TAMER ANTHONY
CENTRAL INDEX KEY: 0001050045
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10367
FILM NUMBER: 17806070
MAIL ADDRESS:
STREET 1: 1001 SOUTH BAYSHORE DRIVE
STREET 2: STE 2708
CITY: MIAMI
STATE: FL
ZIP: 33131
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-05-01
1
0000849706
ADVANCED ENVIRONMENTAL RECYCLING TECHNOLOGIES INC
AERT
0001514282
H.I.G. AERT, LLC
C/O H.I.G. CAPITAL, LLC
1450 BRICKELL AVENUE, 31ST FLOOR
MIAMI
FL
33131
0
0
1
0
0001476299
H.I.G. Capital Partners IV, L.P.
C/O H.I.G. CAPITAL, LLC
1450 BRICKELL AVENUE, 31ST FLOOR
MIAMI
FL
33131
0
0
1
0
0001411104
BAYSIDE OPPORTUNITY FUND, LP
C/O H.I.G. CAPITAL, LLC
1450 BRICKELL AVENUE, 31ST FLOOR
MIAMI
FL
33131
0
0
1
0
0001476298
H.I.G. Advisors IV, L.L.C.
C/O H.I.G. CAPITAL, LLC
1450 BRICKELL AVENUE, 31ST FLOOR
MIAMI
FL
33131
0
0
1
0
0001411105
BAYSIDE OPPORTUNITY ADVISORS, LLC
C/O H.I.G. CAPITAL, LLC
1450 BRICKELL AVENUE, 31ST FLOOR
MIAMI
FL
33131
0
0
1
0
0001173671
HIG GP II INC
C/O H.I.G. CAPITAL, LLC
1450 BRICKELL AVENUE, 31ST FLOOR
MIAMI
FL
33131
0
0
1
0
0001050046
MNAYMNEH SAMI
C/O H.I.G. CAPITAL, LLC
1450 BRICKELL AVENUE, 31ST FLOOR
MIAMI
FL
33131
0
0
1
0
0001050045
TAMER ANTHONY
C/O H.I.G. CAPITAL, LLC
1450 BRICKELL AVENUE, 31ST FLOOR
MIAMI
FL
33131
0
0
1
0
Class A Common Stock
2017-05-01
4
J
0
15289890
0.1359
D
0
D
Series E Convertible Preferred Stock
0.075
2017-05-01
4
J
0
20524.149
2603.4833
D
Class A Common Stock
393084089
0
D
Disposed of pursuant to the Agreement and Plan of Merger by and among Oldcastle Architectural, Inc. ("Parent"), Oldcastle Ascent Merger Sub, Inc., a wholly-owned subsidiary of Parent, and Issuer, dated as of March 16, 2017 (the "Merger Agreement"), whereby each share of Issuer Class A common stock ("Common Stock") was cancelled and converted into the right to receive $0.135936 in cash without interest and subject to any applicable withholding taxes, and each share of Issuer Series E Convertible Preferred Stock ("Preferred Stock") was cancelled and converted into the right to receive $2,603.483278 in cash without interest and subject to any applicable withholding taxes.
At the holder's election and for no additional consideration, each share of Preferred Stock was convertible into shares of Common Stock at any time.
The shares of Preferred Stock had no expiration date.
393,084,089 shares of Common Stock were issuable upon conversion of the 20,524.149 shares of Preferred Stock at the fixed rate of 19,152.27 shares of Common Stock for each share of Preferred Stock, the "Conversion Rate" for the Preferred Stock pursuant to the Issuer's Certificate of Designations, Preferences and Rights of the Series E Convertible Preferred Stock in the event a fundamental transaction (which includes the merger pursuant to the Merger Agreement) occurred prior to August 1, 2017.
This Form 4 is being filed by H.I.G. AERT, LLC as the direct beneficial owner of the shares of Common Stock and the shares of Preferred Stock.
Each of the other Reporting Persons may be deemed to be indirect beneficial owners of the shares of Common Stock and Preferred Stock, as follows: (i) H.I.G. Capital Partners IV, L.P. and Bayside Opportunity Fund, L.P., each in their capacity as the holders of 56.8% and 29.9%, respectively, of the equity interests of H.I.G. AERT, LLC; (ii) H.I.G. Advisors IV, LLC, in its capacity as the general partner of H.I.G. Capital Partners IV, L.P.; (iii) Bayside Opportunity Advisors, LLC, in its capacity as the general partner of Bayside Opportunity Fund, L.P..; (iv) H.I.G.- GPII, Inc., in its capacity as the manager of each of H.I.G. Advisors IV, LLC and Bayside Opportunity Advisors, LLC; and (v) Sami W. Mnaymneh and Anthony A. Tamer, each in their capacity as co-presidents and directors of H.I.G.- GPII, Inc.
Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person assumes responsibility for the accuracy or completeness of information supplied by any other Reporting Person.
Pursuant to Rule 16a-1(a)(4) of the Exchange Act, each of the Reporting Persons, other than H.I.G. AERT, LLC, herein states that this filing shall not be deemed to be an admission that it or he is a beneficial owner of any shares of Common Stock or Preferred Stock covered by this Statement of Changes in Beneficial Ownership of Securities on Form 4. Each of the Reporting Persons, other than H.I.G. AERT, LLC, disclaims beneficial ownership of the shares, except to the extent of its or his pecuniary interest in the shares.
H.I.G. AERT, LLC, By: H.I.G. Capital Partners IV, L.P., Title: Member, By: H.I.G. Advisors IV, LLC, Title: General Partner, By: H.I.G.- GPII, Inc., Title: Manager, By: /s/ Richard Siegel, Name: Richard Siegel, Title: Authorized Signatory
2017-05-01
H.I.G. Capital Partners IV, L.P., By: H.I.G. Advisors IV, LLC, Title: General Partner, By: H.I.G.- GPII, Inc., Title: Manager, By: /s/ Richard Siegel, Name: Richard Siegel, Title: Authorized Signatory
2017-05-01
Bayside Opportunity Fund, L.P., By: Bayside Opportunity Advisors, LLC, Title: General Partner, By: H.I.G.- GPII, Inc., Title: Manager, By: /s/ Richard Siegel, Name: Richard Siegel, Title: Authorized Signatory
2017-05-01
H.I.G. Advisors IV, LLC, By: H.I.G.- GPII, Inc., Title: Manager, By: /s/ Richard Siegel, Name: Richard Siegel, Title: Authorized Signatory
2017-05-01
Bayside Opportunity Advisors, LLC, By: H.I.G.- GPII, Inc., Title: Manager, By: /s/ Richard Siegel, Name: Richard Siegel, Title: Authorized Signatory
2017-05-01
H.I.G.- GPII, Inc., By: /s/ Richard Siegel, Name: Richard Siegel, Title: Authorized Signatory
2017-05-01
/s/ Sami W. Mnaymneh
2017-05-01
/s/ Anthony A. Tamer
2017-05-01