Grundläggande statistik
| LEI | 549300LGFEO9CMIDRM22 |
| CIK | 18172 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Castle AM & Co
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
| March 4, 2021 |
Exhibit 14.1 Our Success Depends on Each of Us CODE OF CONDUCT ? A Message from Marec E. Edgar Castle Team, We are living in a complex, rapidly-evolving time in history. The world is smaller and more connected than it has ever been, but at the same time polarized to a greater degree than in recent memory. In such complicated times, our long-term success as a business is dependent on many operation |
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| March 4, 2021 |
EX-4.4 2 tmb-20201231xex4d4.htm EX-4.4 EXHIBIT 4.4 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of March 3, 2021, A. M. Castle & Co. (the “Company”) has one class of securities, our common stock, registered under Section 12 of the Securities Exchange Act of 1934, as amended. DESCRIPTION OF COMMON STOCK General The following descriptions are |
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| March 4, 2021 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| March 4, 2021 |
List of Issuers and Guarantor Subsidiaries Exhibit 22.1 ? List of Issuers and Guarantor Subsidiaries In addition to A.M. Castle & Co. (incorporated in Maryland), as of December 31, 2020, the following subsidiaries of A.M. Castle & Co. guarantee the 3.00% / 5.00% Convertible Senior Secured Paid In Kind Toggle Notes due 2024 issued by A.M. Castle & Co. ? ? ? ? Entity Jurisdiction of 3.00% / 5.00% A.M. Castle & Co. Maryland Issuer HY-Alloy St |
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| March 4, 2021 |
Exhibit 21.1 ? ? ? ? ? ? Subsidiary Jurisdiction of Incorporation Ownership A.M. Castle & Co. (Canada) Inc. ? British Columbia ? 100% ? ? ? ? ? A.M. Castle & Co. (Singapore) Pte. Ltd. ? Singapore ? 100% ? ? ? ? ? A.M. Castle Metal Materials (Chengdu) Co., Ltd. ? Peoples Republic of China ? 100% ? ? ? ? ? A.M. Castle Metal Materials (Shanghai) Co., Ltd. ? Peoples Republic of China ? 100% ? ? ? ? ? |
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| January 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-05415 A. M. CASTLE & CO. (Exact name of registrant as specified in its c |
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| January 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-05415 A. M. CASTLE & CO. (Exact name of registrant as specified in its c |
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| December 31, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Rule 13e-100) RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) A. M. CASTLE & CO. (Name of Issuer) A. M. Castle & Co. (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number o |
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| December 31, 2020 |
As filed with the Securities and Exchange Commission on December 31, 2020. Registration No. 333-221785 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporati |
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| December 31, 2020 |
Exhibit 3.1 A. M. CASTLE & CO. ARTICLES OF AMENDMENT THIS IS TO CERTIFY THAT: FIRST: The charter of A. M. Castle & Co., a Maryland corporation (the “Corporation”), is hereby amended to provide that every ten shares of Common Stock, $0.01 par value per share (“Common Stock”), of the Corporation that were issued and outstanding immediately prior to the Effective Time (as defined below) shall be comb |
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| December 31, 2020 |
S-8 POS 1 tm2039549d5s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on December 31, 2020 Registration No. 333-221787 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement UNDER THE SECURITIES ACT OF 1933 A.M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1420 K |
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| December 31, 2020 |
As filed with the Securities and Exchange Commission on December 31, 2020 No. 333- 236682 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Additional Registrants Listed on Schedule A hereto Maryland 5051 |
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| December 31, 2020 |
POS AM 1 tm2039549d2s1.htm POS AM As filed with the Securities and Exchange Commission on December 31, 2020. Registration No. 333-239513 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or |
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| December 31, 2020 |
Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Other Events 8-K 1 tm2039549d68k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: December 28, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of |
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| December 16, 2020 |
EX-10.1 2 tm2038553d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 AMENDMENT NO. 3 TO REVOLVING CREDIT AND SECURITY AGREEMENT This AMENDMENT NO. 3 TO REVOLVING CREDIT AND SECURITY AGREEMENT (this “Amendment”) is dated as of December 10, 2020 and is entered into by and among A. M. Castle & Co., a Maryland corporation (“Castle”), Total Plastics, Inc., a Michigan corporation (“Plastics”), HY-Alloy Steels Comp |
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| December 16, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: December 10, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File |
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| November 16, 2020 |
EX-99.(A)(3) 2 a20-357751ex99da3.htm EX-99.(A)(3) Exhibit (a)(3) Disclosure Statement Dear A. M. Castle & Co. Stockholder, A. M. Castle & Co., a Maryland corporation (“Castle,” the “Company,” “we,” “us” or “our”), intends to engage in a transaction that will reduce the number of record holders of the common stock, par value $0.01 per share (the “Common Stock”), of the Company, to fewer than 300, t |
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| November 16, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Rule 13e-100) RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) A. M. CASTLE & CO. (Name of Issuer) A. M. Castle & Co. (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number o |
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| November 16, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: November 16, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File |
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| November 16, 2020 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Ed Quinn +1 (847) 455-7111 Email: [email protected] FOR IMMEDIATE RELEASE MONDAY NOVEMBER 16, 2020 A. M. CASTLE & CO. REPORTS THIRD QUARTER RESULTS, ANNOUNCES AGREEMENT IN PRINCIPLE FOR NEW TERM LOAN FACILITY AND EXTENSION OF AND EXPANDED CAPITAL ACCES |
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| November 16, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarterly Period Ended September 30, 2020 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 1-5415 A. M. |
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| November 16, 2020 |
List of Issuer and Guarantor Subsidiaries. Exhibit 22.1 List of Issuers and Guarantor Subsidiaries In addition to A.M. Castle & Co. (incorporated in Maryland), as of September 30, 2020, the following subsidiaries of A.M. Castle & Co. guarantee the 3.00% / 5.00% Convertible Senior Secured Paid In Kind Toggle Notes due 2024 issued by A.M. Castle & Co. Entity Jurisdiction of Incorporation or Organization 3.00% / 5.00% Convertible Senior Secur |
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| October 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: October 30, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File N |
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| October 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Rule 13e-100) RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) A. M. CASTLE & CO. (Name of Issuer) A. M. Castle & Co. (Name of Person(s) Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number of |
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| October 30, 2020 |
Exhibit (a)(3) Disclosure Statement Dear A. M. Castle & Co. Stockholder, A. M. Castle & Co., a Maryland corporation (“Castle,” the “Company,” “we,” “us” or “our”), intends to engage in a transaction that will reduce the number of record holders of the common stock, par value $0.01 per share (the “Common Stock”), of the Company, to fewer than 300, thereby enabling us to terminate the registration o |
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| October 22, 2020 |
CAS / A.M. Castle & Co. / SGF, LLC - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 23)* A. M. Castle & Co. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 148411 309 (Cusip Number) Jonathan B. Mellin 30 N. LaSalle Street Suite 1232 Chicago, IL 60602 (312) 726-3110 (Name, Address and Telephone Number |
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| October 22, 2020 |
EX-99.1 CUSIP No. 148411 309 SCHEDULE 13D/A Page 12 of 12 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934, the persons or entities named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the shares of A. M. Castle & Co. and further agree that t |
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| August 14, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 ctam-8xkearningsreleas.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 14, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction |
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| August 14, 2020 |
List of Issuer and Guarantor Subsidiaries. Exhibit 22.1 List of Issuers and Guarantor Subsidiaries In addition to A.M. Castle & Co. (incorporated in Maryland), as of March 31, 2020, the following subsidiaries of A.M. Castle & Co. guarantee the 3.00% / 5.00% Convertible Senior Secured Paid In Kind Toggle Notes due 2024 issued by A.M. Castle & Co. Entity Jurisdiction of Incorporation or Organization 3.00% / 5.00% Convertible Senior Secured P |
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| August 14, 2020 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Ed Quinn +1 (847) 455-7111 Email: [email protected] FOR IMMEDIATE RELEASE FRIDAY AUGUST 14, 2020 A. M. CASTLE & CO. REPORTS SECOND QUARTER RESULTS Maintained strong gross material margin and achieved positive EBITDA despite extremely challenging market |
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| August 14, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarterly Period Ended June 30, 2020 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 1-5415 A. M. Cast |
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| July 15, 2020 |
A. M. CASTLE & CO. 324,109,660 Shares of Common Stock Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. |
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| July 14, 2020 |
Jeremy Steele Senior Vice President, General Counsel & Secretary July 14, 2020 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. |
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| July 10, 2020 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents As filed with the Securities and Exchange Commission on July 10, 2020. |
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| July 7, 2020 |
United States securities and exchange commission logo July 7, 2020 Marec E. Edgar President and Chief Executive Officer A. M. Castle & Co. 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 Re: A. M. Castle & Co. Registration Statement on Form S-1 Filed June 29, 2020 File No. 333-239513 Dear Mr. Edgar: This is to advise you that we have not reviewed and will not review your registration statement |
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| July 7, 2020 |
United States securities and exchange commission logo July 7, 2020 Marec E. Edgar President and Chief Executive Officer A. M. Castle & Co. 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 Re: A. M. Castle & Co. Registration Statement on Form S-1 Filed June 29, 2020 File No. 333-239513 Dear Mr. Edgar: This is to advise you that we have not reviewed and will not review your registration statement |
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| July 2, 2020 |
Articles of Amendment of A. M. Castle & Co. ARTICLES OF AMENDMENT OF A. M. CASTLE & CO. A MARYLAND CORPORATION A. M. Castle & Co., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation is hereby amended by deleting the first two sentences of Article FIFTH in their entirety and inserting the following in lieu thereof: “The total |
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| July 2, 2020 |
8-K 1 ctam-8xkxannualmeeting.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: June 30, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of |
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| June 27, 2020 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents As filed with the Securities and Exchange Commission on June 26, 2020. |
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| May 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party Other Than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| May 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT A. M. CASTLE & CO. (Exact Name of Registrant as Specified in its Charter) Maryland 001-05415 36-0879160 (State or Other Jurisdiction of (Commission File No.) (I.R.S. Employer Identification No.) Incorporation or Organization ) 1420 Kensington Road, Suite 220 Oak Brook, Illinois 60523 (Addr |
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| May 18, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party Other Than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| May 15, 2020 |
List of Issuer and Guarantor Subsidiaries. Exhibit 22.1 List of Issuers and Guarantor Subsidiaries In addition to A.M. Castle & Co. (incorporated in Maryland), as of March 31, 2020, the following subsidiaries of A.M. Castle & Co. guarantee the 3.00% / 5.00% Convertible Senior Secured Paid In Kind Toggle Notes due 2024 issued by A.M. Castle & Co. Entity Jurisdiction of Incorporation or Organization 3.00% / 5.00% Convertible Senior Secured P |
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| May 15, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarterly Period Ended March 31, 2020 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 1-5415 A. M. Cas |
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| May 14, 2020 |
EX-99.1 2 ctam-ex991x33120.htm EX-99.1 EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Ed Quinn +1 (847) 455-7111 Email: [email protected] FOR IMMEDIATE RELEASE THURSDAY MAY 14, 2020 A. M. CASTLE & CO. REPORTS FIRST QUARTER RESULTS; COMPLETES EXCHANGE OFFER TO IMPROVE CAPITAL STRUCTURE AND REDUCE DE |
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| May 14, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: May 14, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 1, 2020 |
8-K 1 ctam-8xkxppptermloan.htm 8-K PAYCHECK PROTECTION PROGRAM TERM LOAN UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: April 28, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-08 |
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| May 1, 2020 |
EXHIBIT 10.1 Paycheck Protection Program Term Note $10,000,000.00 April 28, 2020 FOR VALUE RECEIVED, A M CASTLE AND CO (the “Borrower”), with an address at 1420 KENSINGTON ROAD SUITE 220, OAK BROOK, ILLINOIS 60523-2165, promises to pay to the order of PNC BANK, NATIONAL ASSOCIATION (the “Bank”), in lawful money of the United States of America in immediately available funds at its offices located a |
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| April 10, 2020 |
148411309 / AM Castle & Co. / Scheinkman Steven W. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Jeremy T. Steele Senior Vice President, General Counsel & Secretary 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 (84 |
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| April 10, 2020 |
148411309 / AM Castle & Co. / Edgar Marec Elden - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Jeremy T. Steele Senior Vice President, General Counsel & Secretary 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 (84 |
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| April 10, 2020 |
148411309 / AM Castle & Co. / Anderson Patrick R. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Jeremy T. Steele Senior Vice President, General Counsel & Secretary 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 (84 |
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| April 1, 2020 |
CAS / A.M. Castle & Co. / WHITEBOX ADVISORS LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411 309 (CUSIP Number) Mark Strefling Whitebox Advisors LLC 3033 Excelsior Boulevard Suite 500 Minneapolis, MN 55416 (612) 253-6001 (Name, Addres |
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| March 31, 2020 |
CAS / A.M. Castle & Co. / Corre Partners Management, LLC - AMENDMENT NO. 2 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2 )* A.M. Castle & Co. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 148411 309 (CUSIP Number) John Barrett Corre Partners Management, LLC 12 East 49th Street, 40th Floor New York, NY 10017 (646-863-7152) (Name, Address and Te |
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| March 31, 2020 |
CAS / A.M. Castle & Co. / HIGHBRIDGE CAPITAL MANAGEMENT LLC - AMENDMENT NO. 2 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* A.M. Castle & Co. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 148411 309 (CUSIP Number) John Oliva Highbridge Capital Management, LLC 277 Park Avenue, 23rd Floor New York, New York 10172 (212) 287-4900 (Name, Address and |
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| March 31, 2020 |
CAS / A.M. Castle & Co. / WOLVERINE ASSET MANAGEMENT LLC - AMENDMENT NO. 2 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* A.M. Castle & Co. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 148411 309 (CUSIP Number) Keri L. Kelly Wolverine Asset Management, LLC 175 W. Jackson Blvd., Suite 340 Chicago, IL 60604 (312) 884-4400 (Name, Address and Te |
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| March 31, 2020 |
EX-99.1 CUSIP No. 148411 309 SCHEDULE 13D/A Page 12 of 12 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934, the persons or entities named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the shares of A. M. Castle & Co. and further agree that t |
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| March 31, 2020 |
CAS / A.M. Castle & Co. / Sgf, Llc - SC 13D/A Activist Investment SC 13D/A 1 d902549dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 22)* A. M. Castle & Co. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 148411 309 (Cusip Number) Jonathan B. Mellin 30 N. LaSalle Street Suite 1232 Chicago, IL 60602 (312) 726-3110 (Name |
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| March 30, 2020 |
Exhibit 10.4 AMENDMENT NO. 2 TO REVOLVING CREDIT AND SECURITY AGREEMENT This AMENDMENT NO. 2 TO REVOLVING CREDIT AND SECURITY AGREEMENT (this “Amendment”) is dated as of March 27, 2020 and is entered into by and among A. M. Castle & Co., a Maryland corporation (“Castle”), Total Plastics, Inc., a Michigan corporation (“Plastics”), HY-Alloy Steels Company, a Delaware corporation (“HY‑Alloy”), Keysto |
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| March 30, 2020 |
Supplemental Indenture relating to the Indenture dated August 31, 2017. Exhibit 4.2 SUPPLEMENTAL INDENTURE AND AMENDMENT NO. 2 THIS SUPPLEMENTAL INDENTURE AND AMENDMENT NO. 2 (this “Supplemental Indenture”), dated as of March 27, 2020, is between A. M. Castle & Co., a Maryland corporation (the “Company”), the Guarantors (as defined in the Indenture), and Wilmington Savings Fund Society, FSB, as trustee (in such capacity, the “Trustee”) and as collateral agent (in such |
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| March 30, 2020 |
Exhibit 10.3 SECOND AMENDMENT TO INTERCREDITOR AGREEMENT This Second Amendment To Intercreditor Agreement (this “Amendment”) dated as of March 27, 2020, is entered into by and among PNC Bank, National Association, in its capacity as administrative and collateral agent for the First Lien Secured Parties (in such capacity, “First Lien Agent”), and Wilmington Savings Fund Society, FSB, in its capacit |
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| March 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: March 27, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File Num |
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| March 30, 2020 |
Exhibit 10.2 INTERCREDITOR AGREEMENT INTERCREDITOR AGREEMENT dated as of March 27, 2020 (this “Intercreditor Agreement” as hereinafter further defined), among PNC Bank, National Association, in its capacity as administrative and collateral agent for the First Lien Secured Parties (in such capacity, “First Lien Agent” as hereinafter further defined), and Wilmington Savings Fund Society, FSB, in its |
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| March 30, 2020 |
Indenture governing 3.00%/5.00% Convertible Senior PIK Toggle Notes due 2024. Exhibit 4.1 INDENTURE, dated as of March 27, 2020 among A. M. CASTLE & CO., THE GUARANTORS PARTY HERETO, WILMINGTON SAVINGS FUND SOCIETY, FSB, as Trustee And WILMINGTON SAVINGS FUND SOCIETY, FSB, as Collateral Agent 3.00% / 5.00% Convertible Senior Secured PIK Toggle Notes due 2024 CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N. |
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| March 30, 2020 |
CAS / A.M. Castle & Co. SC TO-I/A - - SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 A. M. CASTLE & CO. (Name of Subject Company (Issuer) and Filing Person (as Offeror)) 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (Title of Class of Securities) 148411AK7 (CUSIP Number of C |
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| March 30, 2020 |
Amended and Restated Registration Rights Agreement. Exhibit 10.1 EXECUTION COPY AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT BY AND AMONG A.M. CASTLE & CO. AND THE INVESTORS PARTY HERETO DATED AS OF MARCH 27, 2020 TABLE OF CONTENTS Page 1. DEFINITIONS 1 2. REGISTRATION 7 3. RELATED OBLIGATIONS 12 4. OBLIGATIONS OF THE INVESTORS 18 5. EXPENSES OF REGISTRATION 19 6. INDEMNIFICATION 20 7. CONTRIBUTION 22 8. REPORTS UNDER THE EXCHANGE ACT 22 9. A |
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| March 30, 2020 |
Exhibit 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Ed Quinn +1 (847) 455-7111 Email: [email protected] FOR IMMEDIATE RELEASE FRIDAY MARCH 27, 2020 A. M. CASTLE & CO. ANNOUNCES SUCCESSFUL COMPLETION OF EXCHANGE OFFER TO IMPROVE CAPITAL STRUCTURE AND REDUCE DEBT WITH GREATER THAN 98% PARTICIPATION Comple |
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| March 27, 2020 |
TABLE OF CONTENTS File Pursuant to Rule 424(b)(3) Registration No. 333-236682 Prospectus A. M. Castle & Co. OFFER TO EXCHANGE AND CONSENT SOLICITATION Shares of Common Stock and 3.00%/5.00% Convertible Senior PIK Toggle Notes due 2024 for Any and All 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (CUSIP No. 148411AK7) THE EXCHANGE OFFER AND THE CONSENT SOLICITATION (AS DEFINED BELOW) W |
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| March 24, 2020 |
Jeremy Steele Senior Vice President, General Counsel & Secretary March 24, 2020 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. |
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| March 23, 2020 |
Financial Statements and Exhibits, Other Events 8-K 1 ctam-8xkexchangeremind.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: March 23, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction o |
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| March 23, 2020 |
Exhibit 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Ed Quinn +1 (847) 455-7111 Email: [email protected] FOR IMMEDIATE RELEASE MONDAY MARCH 23, 2020 A. M. CASTLE & CO. ISSUES REMINDER REGARDING EXCHANGE OFFER FOR ITS 5.00%/7.00% CONVERTIBLE SENIOR PIK TOGGLE NOTES DUE 2022 Exchange Offer to Expire at 5:0 |
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| March 19, 2020 |
Annual Report - 10-K/A AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-5415 A. M. CA |
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| March 18, 2020 |
mwe.com March 18, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jacqueline Kaufman Lilyanna Peyser Perry Hindin Re: A. M. Castle & Co. Registration Statement on Form S-4 File No. 333-236682 Tender Offer Statement on Schedule TO File No. 005-31304 Dear Mr. Hindin: Further to our conversation and oral comme |
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| March 17, 2020 |
Exhibit 99.1 LETTER OF TRANSMITTAL AND CONSENT Relating to A. M. Castle & Co. Offer to Exchange Any and All 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (CUSIP No. 148411AK7) and Solicitation of Consents to Proposed Amendments to the Related Indenture Pursuant to the Prospectus, dated March 17, 2020 (as the same may be supplemented or amended from time to time, the “Prospectus”) THE EX |
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| March 17, 2020 |
CAS / A.M. Castle & Co. SC TO-I/A - - SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 A. M. CASTLE & CO. (Name of Subject Company (Issuer) and Filing Person (as Offeror)) 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (Title of Class of Securities) 148411AK7 (CUSIP Number of C |
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| March 17, 2020 |
CAS / A.M. Castle & Co. S-4/A - - S4A TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 17, 2020 No. |
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| March 17, 2020 |
Exhibit 99.2 A. M. Castle & Co. Offer to Exchange and Consent Solicitation Pursuant to the Prospectus, dated March 17, 2020 for Any and All of the 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (CUSIP 148411AK7) and Solicitation of Consents to Proposed Amendments to the Related Indenture THE EXCHANGE OFFER AND THE CONSENT SOLICITATION WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON MARC |
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| March 17, 2020 |
EX-99.3 7 nt10009061x2ex99-3.htm EXHIBIT 99.3 Exhibit 99.3 A. M. Castle & Co. Offer to Exchange and Consent Solicitation Pursuant to the Prospectus, dated March 17, 2020 for Any and All of the 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (CUSIP No. 148411AK7) and Solicitation of Consents to Proposed Amendments to the Related Indenture THE EXCHANGE OFFER AND THE CONSENT SOLICITATION WIL |
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| March 17, 2020 |
mwe.com March 17, 2020 VIA EDGAR AND FEDERAL EXPRESS U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jacqueline Kaufman Lilyanna Peyser Perry Hindin Re: A. M. Castle & Co. Registration Statement on Form S-4 File No. 333-236682 Tender Offer Statement on Schedule TO File No. 005-31304 Dear Ms. Kaufman: On behalf of A. M. Ca |
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| March 17, 2020 |
EX-10.23 2 nt10009061x2ex10-23.htm EXHIBIT 10.23 Exhibit 10.23 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT BY AND AMONG A.M. CASTLE & CO. AND THE INVESTORS PARTY HERETO DATED AS OF [ ], 2020 TABLE OF CONTENTS Page 1. DEFINITIONS 1 2. REGISTRATION 7 3. RELATED OBLIGATIONS 12 4. OBLIGATIONS OF THE INVESTORS 18 5. EXPENSES OF REGISTRATION 19 6. INDEMNIFICATION 19 7. CONTRIBUTION 21 8. REPORTS |
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| March 17, 2020 |
EX-10.24 3 nt10009061x2ex10-24.htm EXHIBIT 10.24 Exhibit 10.24 INTERCREDITOR AGREEMENT INTERCREDITOR AGREEMENT dated as of [], 2020 (this “Intercreditor Agreement” as hereinafter further defined), among PNC Bank, National Association, in its capacity as administrative and collateral agent for the First Lien Secured Parties (in such capacity, “First Lien Agent” as hereinafter further defined), and |
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| March 9, 2020 |
148411309 / AM Castle & Co. / Edgar Marec Elden - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Jeremy T. Steele Senior Vice President, General Counsel & Secretary 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 (84 |
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| March 9, 2020 |
148411309 / AM Castle & Co. / Scheinkman Steven W. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1 )* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Jeremy T. Steele Senior Vice President, General Counsel & Secretary 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 (8 |
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| March 9, 2020 |
148411309 / AM Castle & Co. / Anderson Patrick R. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Jeremy T. Steele Senior Vice President, General Counsel & Secretary 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 (84 |
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| March 3, 2020 |
March 3, 2020 Marec E. Edgar President and Chief Executive Officer A. M. Castle & Co. 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 Re: A. M. Castle & Co. Registration Statement on Form S-4 Filed February 27, 2020 File No. 333-236682 Tender Offer Statement on Schedule TO File No. 005-31304 Filed February 27, 2020 Dear Mr. Edgar: We have limited our review of your registration statement to th |
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| March 3, 2020 |
CAS / A.M. Castle & Co. / Sgf, Llc - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 21)* A. M. Castle & Co. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 148411 309 (Cusip Number) Jonathan B. Mellin 30 N. LaSalle Street Suite 1232 Chicago, IL 60602 (312) 726-3110 (Name, Address and Telephone Number |
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| March 3, 2020 |
March 3, 2020 Marec E. Edgar President and Chief Executive Officer A. M. Castle & Co. 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 Re: A. M. Castle & Co. Registration Statement on Form S-4 Filed February 27, 2020 File No. 333-236682 Tender Offer Statement on Schedule TO File No. 005-31304 Filed February 27, 2020 Dear Mr. Edgar: We have limited our review of your registration statement to th |
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| March 2, 2020 |
CAS / A.M. Castle & Co. / WOLVERINE ASSET MANAGEMENT LLC - AMENDMENT NO. 1 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* A.M. Castle & Co. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 148411 309 (CUSIP Number) Keri L. Kelly Wolverine Asset Management, LLC 175 W. Jackson Blvd., Suite 340 Chicago, IL 60604 (312) 884-4400 (Name, Address and Te |
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| March 2, 2020 |
CAS / A.M. Castle & Co. / Corre Partners Management, LLC - AMENDMENT NO. 1 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1 )* A.M. Castle & Co. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 148411 309 (CUSIP Number) John Barrett Corre Partners Management, LLC 12 East 49th Street, 40th Floor New York, NY 10017 (646-863-7152) (Name, Address and Te |
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| March 2, 2020 |
148411309 / AM Castle & Co. / WHITEBOX ADVISORS LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Mark Strefling Whitebox Advisors LLC 3033 Excelsior Boulevard Suite 500 Minneapolis, MN 55416 (612) 253-6001 (Name, Address |
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| March 2, 2020 |
CAS / A.M. Castle & Co. / HIGHBRIDGE CAPITAL MANAGEMENT LLC - AMENDMENT NO. 1 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* A.M. Castle & Co. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 148411 309 (CUSIP Number) John Oliva Highbridge Capital Management, LLC 277 Park Avenue, 23rd Floor New York, New York 10172 (212) 287-4900 (Name, Address and |
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| February 27, 2020 |
EXHIBIT 4.4 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of February 24, 2020, A. M. Castle & Co. (the “Company”) has one class of securities, our common stock, registered under Section 12 of the Securities Exchange Act of 1934, as amended. DESCRIPTION OF COMMON STOCK General The following descriptions are summaries of the material terms of |
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| February 27, 2020 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Ed Quinn +1 (847) 455-7111 Email: [email protected] FOR IMMEDIATE RELEASE THURSDAY FEBRUARY 27, 2020 A. M. CASTLE & CO. REPORTS FOURTH QUARTER AND FULL YEAR RESULTS; ANNOUNCES EXCHANGE OFFER TO IMPROVE CAPITAL STRUCTURE AND REDUCE DEBT Improved operati |
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| February 27, 2020 |
EXHIBIT 10.1 SUPPORT AND EXCHANGE AGREEMENT This SUPPORT AND EXCHANGE AGREEMENT (this “Agreement”), dated as of [ ], 2020, is by and between A.M. Castle & Co., a Maryland corporation (the “Company”) and the holder set forth on the signature page hereto (the “Exchanging Holder”) of certain 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (the “Notes”) issued under that certain Indenture, da |
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| February 27, 2020 |
Exhibit 99.2 A. M. Castle & Co. Offer to Exchange and Consent Solicitation Pursuant to the Prospectus, dated February 27, 2020 for Any and All of the 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (CUSIP 148411AK7) and Solicitation of Consents to Proposed Amendments to the Related Indenture THE EXCHANGE OFFER AND THE CONSENT SOLICITATION WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON M |
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| February 27, 2020 |
CAS / A.M. Castle & Co. SC TO-I - - SC TO-I UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 A. M. CASTLE & CO. (Name of Subject Company (Issuer) and Filing Person (as Offeror)) 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (Title of Class of Securities) 148411AK7 (CUSIP Number of Class of Securities |
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| February 27, 2020 |
Opinion of Womble Bond Dickinson (US) LLP Exhibit 5.5 Opinion of Womble Bond Dickinson (US) LLP February 27, 2020 A.M. Castle & Co. 1420 Kensington Court, Suite 220 Oak Brook, IL 60523 Re: Registration Statement on Form S-4 Ladies and Gentlemen: We have acted as special Michigan counsel to Total Plastics, Inc., a Michigan corporation (the “Company”), in connection with the preparation of the registration statement on Form S-4 (the “Regist |
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| February 27, 2020 |
Exhibit 4.5 INDENTURE, dated as of March [], 2020 among A. M. CASTLE & CO., THE GUARANTORS PARTY HERETO, WILMINGTON SAVINGS FUND SOCIETY, FSB, as Trustee And WILMINGTON SAVINGS FUND SOCIETY, FSB, as Collateral Agent 3.00% / 5.00% Convertible Senior Secured PIK Toggle Notes due 2024 EX-1 CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)( |
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| February 27, 2020 |
Exhibit 10.24 INTERCREDITOR AGREEMENT INTERCREDITOR AGREEMENT dated as of [], 2020 (this “Intercreditor Agreement” as hereinafter further defined), among PNC Bank, National Association, in its capacity as administrative and collateral agent for the First Lien Secured Parties (in such capacity, “First Lien Agent” as hereinafter further defined), and Wilmington Savings Fund Society, FSB, in its capa |
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| February 27, 2020 |
AMENDMENT NO. 2 TO REVOLVING C AND SECURITY AGREEMENT Exhibit 10.26 AMENDMENT NO. 2 TO REVOLVING C AND SECURITY AGREEMENT This AMENDMENT NO. 2 TO REVOLVING CREDIT AND SECURITY AGREEMENT (this “Amendment”) is dated as of March [], 2020 and is entered into by and among A.M. Castle & Co., a Maryland corporation (“Castle”), Total Plastics, Inc., a Michigan corporation (“Plastics”), HY-Alloy Steels Company, a Delaware corporation (“HY‑Alloy”), Keystone Tu |
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| February 27, 2020 |
EX-10.24 3 ctam-ex1024formofnonxe.htm EX-10.24 FORM OF NON EMPLOYEE DIRECTOR RESTRICTED STOCK AGREEMENT EXHIBIT 10.24 A.M. CASTLE & CO. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK AWARD AGREEMENT 2017 MANAGEMENT INCENTIVE PLAN GRANTEE: NUMBER OF SHARES OF RESTRICTED STOCK: 22,910 DATE OF GRANT: April 25, 2018 This is an award agreement (the “Award Agreement”) between A.M. Castle & Co., a Maryland corpo |
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| February 27, 2020 |
Exhibit 99.1 LETTER OF TRANSMITTAL AND CONSENT Relating to A. M. Castle & Co. Offer to Exchange Any and All 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (CUSIP No. 148411AK7) and Solicitation of Consents to Proposed Amendments to the Related Indenture Pursuant to the Prospectus, dated February 27, 2020 (as the same may be supplemented or amended from time to time, the “Prospectus”) THE |
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| February 27, 2020 |
Exhibit 5.3 February 27, 2020 A.M. Castle & Co. 1420 Kensington Court, Suite 220 Oak Brook, IL 60523 Re: 3.00% / 5.00% Convertible Senior Secured PIK Toggle Notes due 2024 We have acted as British Columbia, Ontario and Alberta counsel for A. M. Castle & Co. (Canada) Inc. (“Castle Canada”) in connection with (i) the indenture (the “Indenture”) among Wilmington Savings Fund Society, FSB, as trustee |
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| February 27, 2020 |
SECOND AMENDMENT TO INTERCREDITOR AGREEMENT Exhibit 10.27 SECOND AMENDMENT TO INTERCREDITOR AGREEMENT This Second Amendment To Intercreditor Agreement (this “Amendment”) dated as of [], 2020, is entered into by and among PNC Bank, National Association, in its capacity as administrative and collateral agent for the First Lien Secured Parties (in such capacity, “First Lien Agent”), and Wilmington Savings Fund Society, FSB, in its capacities a |
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| February 27, 2020 |
Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) WILMINGTON SAVINGS FUND SOCIETY, FSB (Exact name of Trustee as specified in its charter) N/A (Jurisdiction of incorpora |
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| February 27, 2020 |
Baker & McKenzie LLP is a member of Baker & McKenzie International, a Swiss Verein. Exhibit 5.4 Baker & McKenzie LLP 300 East Randolph Street, Suite 5000 Chicago, IL 60601 United States Tel: +1 312 861 8000 Fax: +1 312 861 2899 www.bakermckenzie.com Asia Pacific Bangkok Beijing Brisbane Hanoi Ho Chi Minh City Hong Kong Jakarta Kuala Lumpur* Manila* Melbourne Seoul Shanghai Singapore Sydney Taipei Tokyo Yangon Europe, Middle East & Africa Abu Dhabi Almaty Amsterdam Antwerp Bahrain |
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| February 27, 2020 |
Exhibit (d)(1)(xvii) EXCHANGE AGENT AGREEMENT Date: February 27, 2020 Wilmington Savings Fund Society, FSB 500 Delaware Ave Wilmington, DE 19801 Attn: Corporate Trust, A. |
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| February 27, 2020 |
Exhibit 5.6 February 27, 2020 A.M. Castle & Co. 1420 Kensington Court, Suite 220 Oak Brook, IL 60523 Ladies and Gentlemen: We have acted as special Indiana counsel to Keystone Service, Inc., an Indiana corporation (“Guarantor”), in connection with the execution and delivery of the Indenture, to be executed by Wilmington Savings Fund Society, FSB, in its capacity as Trustee and as Collateral Agent |
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| February 27, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-5415 A. M. CASTLE & CO. (Exact na |
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| February 27, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: February 27, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File |
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| February 27, 2020 |
Exhibit 99.3 A. M. Castle & Co. Offer to Exchange and Consent Solicitation Pursuant to the Prospectus, dated February 27, 2020 for Any and All of the 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (CUSIP No. 148411AK7) and Solicitation of Consents to Proposed Amendments to the Related Indenture THE EXCHANGE OFFER AND THE CONSENT SOLICITATION WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, |
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| February 27, 2020 |
EX-10.3 10 nt10009061x1ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 LIMITED CONSENT AND FIRST AMENDMENT TO INTERCREDITOR AGREEMENT This Limited Consent And First Amendment To Intercreditor Agreement (this “Consent”) dated as of June 1, 2018, is entered into by and among PNC Bank, National Association, in its capacity as administrative and collateral agent for the First Lien Secured Parties (in such capaci |
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| February 27, 2020 |
EX-21.1 4 ctam-ex211xsubsidiarie.htm EX-21.1 SUBSIDIARIES LISTING Exhibit 21.1 Subsidiary Jurisdiction of Incorporation Ownership A.M. Castle & Co. (Canada) Inc. British Columbia 100% A.M. Castle & Co. (Singapore) Pte. Ltd. Singapore 100% A.M. Castle Metal Materials (Shanghai) Co., Ltd. Peoples Republic of China 100% A.M. Castle Metals UK Limited United Kingdom 100% Castle Metals de Mexicali, S.A. |
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| February 27, 2020 |
SUPPLEMENTAL INDENTURE AND AMENDMENT NO. 2 Exhibit 4.4 SUPPLEMENTAL INDENTURE AND AMENDMENT NO. 2 THIS SUPPLEMENTAL INDENTURE AND AMENDMENT NO. 2 (this “Supplemental Indenture”), dated as of [], 2020, is between A.M. Castle & Co., a Maryland corporation (the “Company”), the Guarantors (as defined in the Indenture), and Wilmington Savings Fund Society, FSB, as trustee (in such capacity, the “Trustee”) and as collateral agent (in such capaci |
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| February 27, 2020 |
Exhibit 10.28 SUPPLEMENTAL INDENTURE AND WAIVER THIS SUPPLEMENTAL INDENTURE AND WAIVER (this “Supplemental Indenture”), dated as of December 20, 2019, is between A.M. Castle & Co., a Maryland corporation (the “Company”), the Guarantors (as defined in the Indenture), and Wilmington Savings Fund Society, FSB, as trustee (in such capacity, the “Trustee”) and as collateral agent (in such capacity, the |
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| February 27, 2020 |
CAS / A.M. Castle & Co. S-4 - - S-4 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on February 27, 2020 No. |
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| January 8, 2020 |
Retirement Agreement and Release by and between A. M. Castle & Co. and Steven W. Scheinkman. Exhibit 10.1 RETIREMENT AGREEMENT AND RELEASE This Retirement Agreement and Release (this “Agreement”) is made this 7th day of January, 2020 by and between A.M. Castle & Co. (the “Company”) and Steven W. Scheinkman (the “Employee,” and together with the Company, the “Parties”). This Agreement is a mutual general release of claims executed by the Parties as a condition to Employee’s eligibility for |
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| January 8, 2020 |
Amended and Restated Employment Agreement by and between A. M. Castle & Co. and Marec E. Edgar. Exhibit 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of January 7, 2020 (the “Effective Date”), by and between A.M. Castle & Co., a Maryland corporation (the “Employer”), and Marec E. Edgar, a resident of Illinois (the “Employee”). WITNESSETH: WHEREAS, Employee is presently employed as President of Empl |
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| January 8, 2020 |
Exhibit 99.1 A.M. CASTLE & CO. ANNOUNCES LEADERSHIP TRANSITION Marec Edgar Named Chief Executive Officer; Mike Sheehan to Become Chairman OAK BROOK, Ill., January 7, 2020 – A.M. Castle & Co. (OTCQB: CTAM) (“Castle”) today announced that President Marec Edgar has been named Chief Executive Officer and will join Castle’s Board of Directors, and Mike Sheehan, currently a director, will assume the rol |
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| January 8, 2020 |
8-K 1 tv5359978k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: January 7, 2020 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of inco |
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| November 12, 2019 |
CEO and CFO Certification Pursuant to Section 906 of the Sarbanes Oxley Act of 2002 Exhibit 32.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the accompanying Quarterly Report of A. M. Castle & Co. (the "Company") on Form 10-Q for the period ended September 30, 2019 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), Steven W. Scheinkman, Chairman and C |
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| November 12, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: November 12, 2019 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File |
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| November 12, 2019 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Ed Quinn +1 (847) 455-7111 Email: [email protected] FOR IMMEDIATE RELEASE TUESDAY NOVEMBER 12, 2019 A. M. CASTLE & CO. REPORTS THIRD QUARTER RESULTS Company generates positive cash flow from operations and reduces revolving credit facility balance desp |
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| November 12, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarterly Period Ended September 30, 2019 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 1-5415 A. M. |
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| September 6, 2019 |
CAS / A.M. Castle & Co. / Knopp Ronald E - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Jeremy Steele Senior Vice President, General Counsel, and Secretary 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 (84 |
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| August 14, 2019 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Ed Quinn +1 (847) 455-7111 Email: [email protected] FOR IMMEDIATE RELEASE WEDNESDAY AUGUST 14, 2019 A. M. CASTLE & CO. REPORTS SECOND QUARTER RESULTS Company maintains favorable margins and improved profitability despite tightening of market conditions |
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| August 14, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 ctam-8xkearningsreleasejun.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 14, 2019 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdict |
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| August 14, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarterly Period Ended June 30, 2019 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 1-5415 A. M. Cast |
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| July 15, 2019 |
powerofattorney20190628 POWER OF ATTORNEY Know by all these presents that the undersigned hereby constitute and appoint each of Jeremy Steele and Patrick R. |
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| May 30, 2019 |
CAS / A.M. Castle & Co. SD - - SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT A. M. CASTLE & CO. (Exact Name of Registrant as Specified in its Charter) Maryland 001-05415 36-0879160 (State or Other Jurisdiction of (Commission File No.) (I.R.S. Employer Identification No.) Incorporation or Organization ) 1420 Kensington Road, Suite 220 Oak Brook, Illinois 60523 (Addr |
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| May 9, 2019 |
Employment Agreement dated May 9, 2019, between A.M. Castle & Co. and Jeremy Steele EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 9, 2019 (the “Commencement Date”), by and between A. M. Castle & Co., a Maryland corporation (the “Employer”), and Jeremy Steele, a resident of Naperville, Illinois (the “Employee”). WITNESSETH: WHEREAS, Employer and Employee agree that this Agreement represents the entire agreement re |
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| May 9, 2019 |
CAS / A.M. Castle & Co. 10-Q Quarterly Report 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarterly Period Ended March 31, 2019 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 1-5415 A. M. Cas |
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| May 7, 2019 |
EX-99.1 2 ctam-ex991x033119.htm EXHIBIT 99.1 EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Ed Quinn +1 (847) 455-7111 Email: [email protected] FOR IMMEDIATE RELEASE TUESDAY MAY 7, 2019 A. M. CASTLE & CO. REPORTS FIRST QUARTER RESULTS Company reports year-over-year increase in revenue and margins, |
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| May 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 ctam-8xkearningsreleasemar.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: May 7, 2019 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction |
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| May 1, 2019 |
Submission of Matters to a Vote of Security Holders 8-K 1 form8-kannualmeeting2019x0.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: May 1, 2019 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) |
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| March 19, 2019 |
CAS / A.M. Castle & Co. DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party Other Than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| March 15, 2019 |
CAS / A.M. Castle & Co. 10-K (Annual Report) 10-K 1 ctam-10kx123118.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 Commission File Number: 1-5415 A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 36-0879160 (State or other jurisdiction of |
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| March 15, 2019 |
Exhibit 21.1 Subsidiary Jurisdiction of Incorporation Ownership A.M. Castle & Co. (Canada) Inc. British Columbia 100% A.M. Castle & Co. (Singapore) Pte. Ltd. Singapore 100% A.M. Castle Metal Materials (Shanghai) Co., Ltd. Peoples Republic of China 100% A.M. Castle Metals UK, Limited United Kingdom 100% Castle Metals de Mexicali, S.A. de C.V. Mexico 99% Castle Metals de Mexico, S.A. de C.V. Mexico |
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| March 14, 2019 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Ed Quinn +1 (847) 455-7111 Email: [email protected] FOR IMMEDIATE RELEASE THURSDAY MARCH 14, 2019 A. M. CASTLE & CO. REPORTS FULL YEAR AND FOURTH QUARTER RESULTS Company reports year-over-year improvement in revenue and operating results for the fourth |
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| March 14, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: March 14, 2019 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File Num |
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| December 28, 2018 |
Amended and Restated Employment Agreement by and between A.M. Castle & Co. and Marec E. Edgar EXHIBIT 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of December 14, 2018 (the “Effective Date”), by and between A.M. Castle & Co., a Maryland corporation (the “Employer”), and Marec E. Edgar, a resident of Illinois (the “Employee”). WITNESSETH: WHEREAS, Employee is presently employed with Employer purs |
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| December 28, 2018 |
8-K 1 form8-kmedgar2018x12x21.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: December 21, 2018 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporatio |
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| December 21, 2018 |
CAS / A.M. Castle & Co. / Edgar Marec Elden - SC 13D/A Activist Investment SC 13D/A 1 tv509662sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Michelle McIntosh Vice President, Legal 1420 Kensington Road, Suite 220 Oak Brook, I |
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| December 21, 2018 |
Exhibit 1 PURCHASE AGREEMENT This PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 19, 2018, by and between Patrick R. |
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| December 21, 2018 |
CAS / A.M. Castle & Co. / Anderson Patrick R. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Michelle McIntosh Vice President, Legal 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 (847) 455-7111 (Name, Address a |
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| December 21, 2018 |
Exhibit 1 PURCHASE AGREEMENT This PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 19, 2018, by and between Patrick R. |
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| November 14, 2018 |
CAS / A.M. Castle & Co. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarterly Period Ended September 30, 2018 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 1-5415 A. M. |
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| November 14, 2018 |
Form of Performance Unit Award Agreement EXHIBIT 10.1 A.M. CASTLE & CO. 2017 MANAGEMENT INCENTIVE PLAN PERFORMANCE UNIT AWARD AGREEMENT This Award Agreement (this “Agreement”) has been entered into as of the Grant Date set forth below by A. M. Castle & Co., a Maryland corporation (the “Company”), and the Participant with reference to the following facts: Name of Participant: (the “Participant”) Grant Date: (the “Grant Date”) No. of Perfo |
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| November 13, 2018 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Brendan Geraghty +1 (312) 297-7411 Email: [email protected] FOR IMMEDIATE RELEASE TUESDAY NOVEMBER 13, 2018 A. M. CASTLE & CO. REPORTS THIRD QUARTER RESULTS Company reports continued strong sales and margins OAK BROOK, IL, November 13, 2018 - A. |
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| November 13, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: November 13, 2018 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File |
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| November 6, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: November 5, 2018 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 1-5415 (Commission File Number) 36-0 |
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| November 6, 2018 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: Brendan Geraghty Edelman (312) 297-7411 Email: [email protected] FOR IMMEDIATE RELEASE NOVEMBER 5, 2018 A. M. CASTLE & CO. PROMOTES MAREC EDGAR TO PRESIDENT Chairman & CEO Steve Scheinkman to Continue in These Roles OAK BROOK, IL, November 05, 20 |
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| August 9, 2018 |
CAS / A.M. Castle & Co. 10-Q (Quarterly Report) 10-Q 1 ctam10q-063018.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarterly Period Ended June 30, 2018 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission |
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| August 7, 2018 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTCQB (CTAM) FOR IMMEDIATE RELEASE TUESDAY AUGUST 7, 2018 A. M. CASTLE & CO. REPORTS SECOND QUARTER RESULTS Company sees sequential and year-over-yea |
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| August 7, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 casl-8xkearningsreleasejun.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 7, 2018 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdicti |
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| June 4, 2018 |
EXHIBIT 10.1 AMENDMENT NO. 1 TO REVOLVING CREDIT AND SECURITY AGREEMENT This AMENDMENT NO. 1 TO REVOLVING CREDIT AND SECURITY AGREEMENT (this "Amendment") is dated as of June 1, 2018 and is entered into by and among A.M. Castle & Co., a Maryland corporation ("Castle"), Total Plastics, Inc., a Michigan corporation ("Plastics"), HY-Alloy Steels Company, a Delaware corporation ("HY-Alloy"), Keystone |
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| June 4, 2018 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTCQB (CTAM) FOR IMMEDIATE RELEASE FRIDAY JUNE 1, 2018 A. M. CASTLE & CO. ANNOUNCES CLOSING OF EXPANDED CREDIT FACILTY PROVIDING ADDITIONAL BORROWING |
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| June 4, 2018 |
EX-10.2 3 a102supplementalindenturea.htm EXHIBIT 10.2 EXHIBIT 10.2 SUPPLEMENTAL INDENTURE AND AMENDMENT NO. 1 THIS SUPPLEMENTAL INDENTURE AND AMENDMENT NO. 1 (this “Supplemental Indenture”), dated as of June 1, 2018, is between A.M. Castle & Co., a Maryland corporation (the “Company”), the Guarantors (as defined in the Indenture), and Wilmington Savings Fund Society, FSB, as trustee (in such capac |
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| June 4, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 1, 2018 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 1-5415 (Commission File Number) 36-08791 |
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| May 25, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT A. M. CASTLE & CO. (Exact Name of Registrant as Specified in its Charter) Maryland 001-05415 36-0879160 (State or Other Jurisdiction of (Commission File No.) (I.R.S. Employer Identification No.) Incorporation or Organization ) 1420 Kensington Road, Suite 220 Oak Brook, Illinois 60523 (Addr |
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| May 14, 2018 |
CAS / A.M. Castle & Co. 10-Q (Quarterly Report) 10-Q 1 ctam10q-033118.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarterly Period Ended March 31, 2018 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commissio |
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| May 14, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: May 14, 2018 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 14, 2018 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTCQB (CTAM) FOR IMMEDIATE RELEASE MONDAY MAY 14, 2018 A. M. CASTLE & CO. REPORTS FIRST QUARTER RESULTS, GAINS ACCESS TO ADDITIONAL CAPITAL Company s |
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| April 26, 2018 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: April 25, 2018 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 1-5415 (Commission File Number) 36-087 |
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| March 22, 2018 |
CAS / A.M. Castle & Co. DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party Other Than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| March 15, 2018 |
CAS / A.M. Castle & Co. 10-K (Annual Report) 10-K 1 casl-10kx123117.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 Commission File Number: 1-5415 A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 36-0879160 (State or other jurisdiction of |
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| March 15, 2018 |
EXHIBIT 10.9 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of December 15, 2017 (the “Commencement Date”), by and between A. M. Castle & Co., a Maryland corporation (the “Employer”), and Edward Quinn, a resident of Naperville, Illinois (the “Employee”). WITNESSETH: WHEREAS, Employee is presently employed with |
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| March 15, 2018 |
Exhibit 21.1 Subsidiary Jurisdiction of Incorporation Ownership A.M. Castle & Co. (Canada) Inc. British Columbia 100% A.M. Castle & Co. (Singapore) Pte. Ltd. Singapore 100% A.M. Castle Metal Materials (Shanghai) Co., Ltd. Peoples Republic of China 100% A.M. Castle Metals UK Limited United Kingdom 100% Castle Metals de Mexicali, S.A. de C.V. Mexico 100% Castle Metals de Mexico, S.A. de C.V. Mexico |
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| March 13, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: March 13, 2018 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File Num |
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| March 13, 2018 |
EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTCQB (CTAM) FOR IMMEDIATE RELEASE TUESDAY MARCH 13, 2018 A. M. CASTLE & CO. REPORTS POST-EMERGENCE FOURTH QUARTER AND FULL YEAR RESULTS Fourth quart |
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| February 22, 2018 |
EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934, the persons or entities named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the shares of A. M. Castle & Co. and further agree that this joint filing agreement be included as an exhib |
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| February 22, 2018 |
CAS / A.M. Castle & Co. / Sgf, Llc - SCHEDULE 13D AMENDMENT NO. 20 Activist Investment SC 13D/A 1 d510880dsc13da.htm SCHEDULE 13D AMENDMENT NO. 20 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 20)* A. M. Castle & Co. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 148411 309 (Cusip Number) Jonathan B. Mellin 30 N. LaSalle Street Suite 1232 Chicago, IL 60602 |
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| February 14, 2018 |
EX-99.C EXHIBIT C Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person Identity Classification Osterweis Capital Management, Inc. Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E) Osterweis Capital Management, LLC Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E) |
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| February 14, 2018 |
Joint Filing Agreement Pursuant to Rule 13d-1 EX-99.B 3 d497915dex99b.htm EX-99.B EXHIBIT B Joint Filing Agreement Pursuant to Rule 13d-1 This agreement is made pursuant to Rule 13d-1(b)(ii)(J) and Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934 (the “Act”) by and among the parties listed below, each referred to herein as a “Joint Filer.” The Joint Filers agree that a statement of beneficial ownership as required by Sections 13 |
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| February 14, 2018 |
CAS / A.M. Castle & Co. / OSTERWEIS CAPITAL MANAGEMENT INC - SC 13G/A Passive Investment SC 13G/A 1 d497915dsc13ga.htm SC 13G/A OMB APPROVAL OMB Number: 3235-0145 Expires: February XX, 20XX Estimated average burden Hours per response 10.4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) A.M. Castle & Co (Name of Issuer) Common Stock (Title of Class Securities) 148411101 (CUSIP Number) Decem |
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| February 14, 2018 |
Identification and Classification of Members of the Group EX-99.A EXHIBIT A Identification and Classification of Members of the Group Pursuant to Rule 13d-1(b)(ii)(J) and Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934, the members of the group making this joint filing are identified and classified as follows: Name Classification Osterweis Capital Management, Inc. Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E) Osterweis Capi |
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| February 6, 2018 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report : February 6, 2018 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 1-5415 (Commission File Nu |
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| December 15, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report : December 15, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 1-5415 (Commission File N |
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| December 15, 2017 |
A. M. CASTLE & CO. 52,274,814 Shares of Common Stock tv481265-424b3 - none - 1.528379s TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(3)? ?Registration No. 333-221785? A. M. CASTLE & CO. 52,274,814 Shares of Common Stock This prospectus relates to the offer and resale, from time to time, by the selling stockholders listed in this prospectus under the section ?Selling Stockholders,? of up to an aggregate of 52,274,814 shares of our common stock, pa |
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| December 12, 2017 |
t1703084-s1a - block - 2.0616026s TABLE OF CONTENTS As filed with the Securities and Exchange Commission on December 12, 2017. Registration No. 333-221785? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ? A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) ? Mary |
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| December 12, 2017 |
[LETTERHEAD OF A. M. CASTLE & CO.] December 12, 2017 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Mr. Justin Dobbie Ms. Sonia Bednarowski Re: A. M. Castle & Co. Registration Statement on Form S-1 File No. 333-221785 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended, th |
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| December 11, 2017 |
POWER OF ATTORNEY Know by all these presents that the undersigned hereby constitute and appoint Marec E. |
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| December 11, 2017 |
Mail Stop 3561 December 8, 2017 Steven Scheinkman Chief Executive Officer A. M. Castle & Co. 1420 Kensington Road, Suite 220 Oak Brook, IL 60523 Re: A. M. Castle & Co. Registration Statement on Form S-1 Filed November 28, 2017 File No. 333-221785 Dear Mr. Scheinkman: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 r |
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| December 7, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report : December 1, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 1-5415 (Commission File Nu |
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| December 7, 2017 |
Offer Letter dated December 4, 2017, by and between the Company and Ed Quinn. Exhibit EXHIBIT 10.1 Re: Offer of Vice President, Controller / Chief Accounting Officer Position Dear Ed, Per our conversation, I would like to formally offer you the position of Vice President, Controller and Chief Accounting Officer, for A. M. Castle & Co. In this position, you will report directly to me and serve as a member of my finance leadership team. As discussed, your start date will be m |
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| November 28, 2017 |
As filed with the Securities and Exchange Commission on November 28, 2017 Registration No. |
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| November 28, 2017 |
CAS / A.M. Castle & Co. FORM S-1 t1703035-s1 - none - 1.9090575s TABLE OF CONTENTS As filed with the Securities and Exchange Commission on November 28, 2017. Registration No. 333-??????? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ? A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) ? Maryland ? ? 5051 ? ? 36- |
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| November 17, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report : October 6, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 1-5415 |
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| November 17, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report : August 31, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 1-5415 |
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| November 14, 2017 |
Exhibit EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTCQB (CTAM) FOR IMMEDIATE RELEASE MONDAY, NOVEMBER 13, 2017 A. M. CASTLE & CO. REPORTS POST-EMERGENCE RESULTS Restructured Company Achieves |
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| November 14, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: November 13, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commiss |
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| November 14, 2017 |
2017 Management Incentive Plan of the Company. EXHIBIT 10.4 A. M. CASTLE & CO. 2017 MANAGEMENT INCENTIVE PLAN 1.Purposes of the Plan. The purposes of the Plan are to: attract and retain the best available personnel for positions of substantial responsibility with the Company, provide additional incentive to key Service Providers of the Company, and promote the success of the Company’s business. The Plan permits the grant of Notes, Incentive St |
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| November 14, 2017 |
CAS / A.M. Castle & Co. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarterly Period Ended September 30, 2017 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 1-5415 A. M. |
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| October 11, 2017 |
8-K 1 tv4767518k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: October 6, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 1-5415 |
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| October 3, 2017 |
CAS / A.M. Castle & Co. / Anderson Patrick R. - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Marec E. Edgar Executive Vice President, General Counsel, Secretary & Chief Administrative Officer 1420 Kensington Road, Sui |
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| October 3, 2017 |
CAS / A.M. Castle & Co. / Scheinkman Steven W. - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Marec E. Edgar Executive Vice President, General Counsel, Secretary & Chief Administrative Officer 1420 Kensington Road, Sui |
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| October 3, 2017 |
CAS / A.M. Castle & Co. / Knopp Ronald E - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Marec E. Edgar Executive Vice President, General Counsel, Secretary & Chief Administrative Officer 1420 Kensington Road, Sui |
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| October 3, 2017 |
CAS / A.M. Castle & Co. / Edgar Marec Elden - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) Marec E. Edgar Executive Vice President, General Counsel, Secretary & Chief Administrative Officer 1420 Kensington Road, Sui |
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| September 22, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-05415 A.M. Castle & Co. 401(k) Savings and Retirement Plan (Exact name |
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| September 22, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-05415 A.M. Castle & Co. (Exact name of registrant as specified in its c |
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| September 15, 2017 |
As filed with the Securities and Exchange Commission on September 15, 2017 Registration No. |
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| September 15, 2017 |
As filed with the Securities and Exchange Commission on September 15, 2017 Registration No. |
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| September 15, 2017 |
As filed with the Securities and Exchange Commission on September 15, 2017 Registration No. |
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| September 15, 2017 |
As filed with the Securities and Exchange Commission on September 15, 2017 Registration No. |
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| September 15, 2017 |
POS AM 1 v475276posam.htm POS AM As filed with the Securities and Exchange Commission on September 15, 2017 Registration No. 333-87254 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 A.M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1420 Kensing |
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| September 15, 2017 |
As filed with the Securities and Exchange Commission on September 15, 2017 Registration No. |
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| September 15, 2017 |
As filed with the Securities and Exchange Commission on September 15, 2017 Registration No. |
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| September 15, 2017 |
As filed with the Securities and Exchange Commission on September 15, 2017 Registration No. |
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| September 15, 2017 |
S-8 POS 1 v475262s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on September 15, 2017 Registration No. 333-188530 Registration No. 333-174174 Registration No. 333-160942 Registration No. 333-154915 Registration No. 333-118031 Registration No. 333-118030 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registr |
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| September 15, 2017 |
POS AM 1 v475274posam.htm POS AM As filed with the Securities and Exchange Commission on September 15, 2017 Registration No. 333-210334 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 A.M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1420 Kensin |
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| September 11, 2017 |
CAS / A.M. Castle & Co. / WOLVERINE ASSET MANAGEMENT LLC - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411 309 (CUSIP Number) Niraj M. Patel Wolverine Asset Management, LLC 175 W. Jackson Blvd., Suite 340 Chicago, IL 60604 (312) 884-4400 (Name, Address and Telephone |
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| September 11, 2017 |
A.M. Castle SCHEDULE 13D (Activist Acquisition of More Than 5% of Shares) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411 309 (CUSIP Number) Mark Strefling Whitebox Advisors LLC 3033 Excelsior Boulevard Suite 300 Minneapolis, MN 55416 (612) 253-6001 (Name, Address and Telephone Num |
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| September 11, 2017 |
CAS / A.M. Castle & Co. / Corre Partners Management, LLC - SCHEDULE 13D Activist Investment SC 13D 1 eh170094913d-corre.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411 309 (CUSIP Number) John Barrett Corre Partners Management, LLC 1370 Avenue of the Americas 29th Floor New York, NY |
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| September 11, 2017 |
CAS / A.M. Castle & Co. / HIGHBRIDGE CAPITAL MANAGEMENT LLC - A. M. CASTLE & CO. Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) A.M. Castle & Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 148411309 (CUSIP Number) John Oliva Highbridge Capital Management, LLC 40 West 57th Street, 32nd Floor New York, New York 10019 (212) 287-4900 (Name, Address and Te |
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| September 6, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 31, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commissio |
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| September 6, 2017 |
CAS / A.M. Castle & Co. / Sgf, Llc - SC 13D AMENDMENT NO. 19 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 19)* A. M. Castle & Co. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 148411 309 (Cusip Number) Jonathan B. Mellin 30 N. LaSalle Street Suite 1232 Chicago, IL 60602 (312) 726-3110 (Name, Address and Telephone Number of Perso |
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| September 6, 2017 |
EXHIBIT 10.3 INTERCREDITOR AGREEMENT INTERCREDITOR AGREEMENT dated as of August 31, 2017 (this ?Intercreditor Agreement? as hereinafter further defined), among PNC Bank, National Association, in its capacity as administrative and collateral agent for the First Lien Secured Parties (in such capacity, ?First Lien Agent? as hereinafter further defined), and Wilmington Savings Fund Society, FSB, in it |
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| September 6, 2017 |
EXHIBIT 10.3 EXECUTION VERSION INDENTURE, dated as of August 31, 2017, among A. M. CASTLE & CO., THE GUARANTORS PARTY HERETO, WILMINGTON SAVINGS FUND SOCIETY, FSB, as Trustee And WILMINGTON SAVINGS FUND SOCIETY, FSB, as Collateral Agent 5.00% / 7.00% Convertible Senior Secured PIK Toggle Notes due 2022 EX- TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 D |
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| September 6, 2017 |
Form of Award Agreement under the 2017 Management Incentive Plan of the Company. EXHIBIT 10.4 A. M. CASTLE & CO. 2017 MANAGEMENT INCENTIVE PLAN AWARD AGREEMENT (TRANCHE A) This Award Agreement (this ?Agreement?) has been entered into as of August 31, 2017 (the ?Date of Grant?) by A. M. Castle & Co., a Maryland corporation (the ?Company?), and (?Participant?) with reference to the following facts: A. The Company has adopted a 2017 Management Incentive Plan (the ?Plan?). Capital |
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| September 6, 2017 |
EXHIBIT 99.2 Press Release A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTC Pink (CASLQ) FOR IMMEDIATE RELEASE August 31, 2017 A.M. CASTLE COMPLETES FINANCIAL RESTRUCTURING, EMERGES FROM CHAPTER 11 Company e |
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| September 6, 2017 |
EXHIBIT 10.1 REVOLVING CREDIT AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS ADMINISTRATIVE AND COLLATERAL AGENT) AND SUCH OTHER LENDERS WHICH ARE NOW OR HEREAFTER A PARTY HERETO WITH A.M. CASTLE & CO., A MARYLAND CORPORATION, AND THE OTHER BORROWERS (AS DEFINED HEREIN) (AS BORROWERS) AND THE GUARANTORS PARTY HERETO (AS GUARANTORS) August 31, 2017 TABLE OF CONTENTS I. DEFI |
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| September 6, 2017 |
EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934, the persons or entities named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the shares of A. M. Castle & Co. and further agree that this joint filing agreement be included as an exhib |
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| September 6, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 31, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 31, 2017 |
Amended and Restated Bylaws of the Company, adopted August 31, 2017. Exhibit EXHIBIT 3.2 BYLAWS OF A. M. CASTLE & CO. As amended and restated on August 31, 2017 ARTICLE I OFFICES Section 1 . The principal office of the corporation shall be at such place or places as the Board of Directors may from time to time determine. Section 2 . The corporation may also have offices at such other places both within and without the State of Maryland as the Board of Directors may |
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| August 31, 2017 |
Exhibit EXHIBIT 10.1 EXECUTION VERSION STOCKHOLDERS AGREEMENT by and among A. M. CASTLE & CO. and the STOCKHOLDERS that are parties hereto Dated as of August 31, 2017 EX- TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND USAGE 2 SECTION 1.01. Definitions 2 SECTION 1.02. Terms and Usage Generally 9 ARTICLE II JOINDER; BOOKS AND RECORDS 10 SECTION 2.01. Joinder 10 SECTION 2.02. Accounting. 11 SECTION |
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| August 31, 2017 |
Specimen Certificate for New Common Stock. Exhibit EXHIBIT 4.1 Number *0* Shares *0* SEE REVERSE FOR IMPORTANT NOTICES AND OTHER INFORMATION A. M. CASTLE & CO. a Corporation Formed Under the Laws of the State of Maryland THIS CERTIFIES THAT **Specimen** is the owner of **Zero (0)** fully paid and nonassessable shares of Common Stock, $0.01 par value per share, of A. M. Castle & Co. (the ?Corporation?) transferable on the books of the Corpo |
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| August 31, 2017 |
Articles of Amendment and Restatement of the Company. Exhibit EXHIBIT 3.1 A. M. CASTLE & CO. ARTICLES OF AMENDMENT AND RESTATEMENT THIS IS TO CERTIFY THAT: I. A. M. Castle & Co., a Maryland corporation (the ?Corporation?), desires to amend and restate its charter as currently in effect and as hereinafter amended. II. The following provisions are all the provisions of the charter currently in effect and as hereinafter amended: FIRST : The name of the |
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| August 31, 2017 |
Exhibit EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT BY AND AMONG A.M. CASTLE & CO. AND THE INVESTORS PARTY HERETO DATED AS OF AUGUST 31, 2017 TABLE OF CONTENTS Page 1. DEFINITIONS 1 2. REGISTRATION 7 3. RELATED OBLIGATIONS 12 4. OBLIGATIONS OF THE INVESTORS 19 5. EXPENSES OF REGISTRATION 19 6. INDEMNIFICATION 20 7. CONTRIBUTION 22 8. REPORTS UNDER THE EXCHANGE ACT 23 9. ASSIGNMENT OF REGISTRATION R |
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| August 31, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 36-0879160 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identificati |
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| August 9, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 9, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission |
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| August 9, 2017 |
Exhibit EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTCPink (CASLQ) FOR IMMEDIATE RELEASE WEDNESDAY, AUGUST 9, 2017 A. M. CASTLE & CO. REPORTS SECOND QUARTER 2017 RESULTS Company Achieves Sales |
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| August 9, 2017 |
EXHIBIT 10.3 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 15, 2017 (the “Commencement Date”), by and between A.M. Castle & Co., a Maryland corporation (the “Employer”), and Patrick R. Anderson, a resident of Illinois (the “Employee”). WITNESSETH: WHEREAS, Employee is presently employed with Employer p |
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| August 9, 2017 |
EXHIBIT 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 15, 2017 (the “Commencement Date”), by and between A.M. Castle & Co., a Maryland corporation (the “Employer”), and Marec E. Edgar, a resident of Illinois (the “Employee”). WITNESSETH: WHEREAS, Employee is presently employed with Employer pursua |
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| August 9, 2017 |
CAS / A.M. Castle & Co. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarterly Period Ended June 30, 2017 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 1-5415 A. M. Cast |
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| August 9, 2017 |
EX-10.1 2 casl-ex101xemploymentagree.htm EXHIBIT 10.1 EXHIBIT 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 15, 2017 (the “Commencement Date”), by and between A.M. Castle & Co., a Maryland corporation (the “Employer”), and Steven W. Scheinkman, a resident of Illinois (the “Employee”). WITNESSETH: |
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| August 9, 2017 |
EX-10.4 5 casl-ex104xemploymentagree.htm EXHIBIT 10.4 EXHIBI 10.4 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 15, 2017 (the “Commencement Date”), by and between A.M. Castle & Co., a Maryland corporation (the “Employer”), and Ronald E. Knopp, a resident of Illinois (the “Employee”). WITNESSETH: WHEREA |
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| August 3, 2017 |
Exhibit EXHIBIT 99.2 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTCPink (CASLQ) FOR IMMEDIATE RELEASE August 3, 2017 A. M. CASTLE & CO. ANNOUNCES CONFIRMATION OF AMENDED PREPACKAGED JOINT CHAPTER 11 PLAN O |
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| August 3, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits, Bankruptcy or Receivership 8-K 1 casl-8xk073117.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: July 31, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorpo |
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| August 3, 2017 |
Debtors’ Amended Prepackaged Joint Chapter 11 Plan of Reorganization dated July 25, 2017. Exhibit Exhibit 2.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: KEYSTONE TUBE COMPANY, LLC, 1 et al., Debtors. Chapter 11 Case No. 17-11330 (LSS) (Joint Administration Requested) DEBTORS? AMENDED PREPACKAGED JOINT CHAPTER 11 PLAN OF REORGANIZATION Dated: July 25, 2017 PACHULSKI STANG ZIEHL & JONES LLP Richard M. Pachulski (CA Bar No. 90073) Jeffrey N. Pomerantz (CA Ba |
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| August 3, 2017 |
Exhibit EXHIBIT 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 KEYSTONE TUBE COMPANY, LLC, 1 et al., Case No. 17-11330 (LSS) Debtors. (Jointly Administered) Re: Docket Nos. 16, 17, 214 ORDER APPROVING THE DEBTORS? DISCLOSURE STATEMENT FOR, AND CONFIRMING, THE DEBTORS? AMENDED PREPACKAGED JOINT CHAPTER 11 PLAN OF REORGANIZATION The above-captioned debtors |
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| July 13, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: July 10, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission |
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| July 13, 2017 |
EX-99.2 3 ex992-pressrelease071017.htm EXHIBIT 99.2 EXHIBIT 99.2 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTCPink (CASL) FOR IMMEDIATE RELEASE July 10, 2017 A.M. CASTLE & CO. ANNOUNCES CLOSING OF DEBTOR- |
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| July 13, 2017 |
EXHIBIT 99.1 DEBTOR‑IN‑POSSESSION REVOLVING CREDIT AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS ADMINISTRATIVE AND COLLATERAL AGENT) AND SUCH OTHER LENDERS WHICH ARE NOW OR HEREAFTER A PARTY HERETO WITH A.M. CASTLE & CO., A MARYLAND CORPORATION, AND THE OTHER BORROWERS (AS DEFINED HEREIN) (AS BORROWERS) AND THE GUARANTORS PARTY HERETO (AS GUARANTORS) JULY 10, 2017 EX TAB |
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| June 23, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 1-5415 A. Full title of the plan and |
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| June 19, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: June 16, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission |
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| June 19, 2017 |
Exhibit EXHIBIT 99.1 EXECUTION VERSION COMMITMENT AGREEMENT AMONG A.M. CASTLE & CO., TOTAL PLASTICS, INC., HY-ALLOY STEELS COMPANY, KEYSTONE TUBE COMPANY, LLC, KEYSTONE SERVICE, INC. AND THE COMMITMENT PARTIES HERETO Dated as of June 16, 2017 EX TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Construction 10 ARTICLE II COMMITMENTS 11 Section 2.1 New Money Notes |
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| June 19, 2017 |
Exhibit EXHIBIT 99.2 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTCQB (CASL) FOR IMMEDIATE RELEASE June 19, 2017 A.M. CASTLE & CO. COMMENCES VOLUNTARY CHAPTER 11 CASES AND FILES PREPACKAGED JOINT CHAPTER 1 |
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| June 9, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: June 8, 2017 (Date of earliest event reported) A. M. CASTLE & CO. (Exact name of registrant as specified in its charter) Maryland 1-5415 36-0879160 (State or other jurisdiction of incorporation) (Commission F |
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| June 9, 2017 |
SECOND AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT EXHIBIT 99.1 SECOND AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT This SECOND AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT dated as of June 8, 2017 (this ? Amendment ?), is entered into by and among (1) A.M. CASTLE & CO., a Maryland corporation (? A.M. Castle ?), TOTAL PLASTICS, INC., a Michigan corporation, HY-ALLOY STEELS COMPANY, a Delaware corporation, KEYSTONE TUBE COMPANY, LLC, a Delaware lim |
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| June 9, 2017 |
EX-99.2 3 casl-ex992xpressrelease060.htm EXHIBIT 99.2 EXHIBIT 99.2 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTCQB (CASL) FOR IMMEDIATE RELEASE June 9, 2017 A.M. CASTLE & CO. ANNOUNCES OVERWHELMING CREDIT |
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| June 5, 2017 |
Exhibit EXHIBIT 99.1 A.M. CASTLE & CO. 1420 Kensington Road Suite 220 Oak Brook, IL 60523 P: (847) 455-7111 F: (847) 241-8171 For Further Information: -At ALPHA IR- Analyst Contact Chris Hodges or Chris Donovan (312) 445-2870 Email: [email protected] Traded: OTCQB (CASL) FOR IMMEDIATE RELEASE June 5, 2017 A.M. CASTLE & CO. ANNOUNCES COMMITMENT LETTERS FOR POST-RESTRUCTURING AND DEBTOR-IN-POSSESSIO |
