13G Filing: Park West Asset Management and Nexeo Solutions Inc. (NXEO)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.  )*

Check the appropriate box to designate the rule pursuant to which
this Schedule 13G is filed:

o  Rule
13d-1(b)

x  Rule
13d-1(c)

o  Rule
13d-1(d)

* The remainder of this cover page shall be filled out for a reporting
person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall
not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”)
or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).

* Beneficial ownership percentage
is based upon 89,286,936 shares of common stock, $0.0001 par value per share (the “Common Stock”), of
Nexeo Solutions, Inc., a Delaware corporation (the “Company”), issued and outstanding as of February 3, 2017,
based on information reported by the Company in its Quarterly Report on Form 10-Q for the quarterly period ended December 31,
2016, filed with the Securities and Exchange Commission on February 9, 2017 (the “Form 10-Q”).  Park
West Asset Management LLC (“PWAM”) is the investment manager to Park West Investors Master Fund, Limited, a
Cayman Islands exempted company (“PWIMF”), and Park West Partners International, Limited, a Cayman Islands
exempted company (“PWPI” and, collectively with PWIMF, the “PW Funds”), and Peter S. Park
(“Mr. Park” and, collectively with PWAM, the “Reporting Persons”) is the sole member and manager
of PWAM.  As of April 12, 2017, PWIMF held 7,768,196 shares of Common Stock (including 3,685,393 Founder Shares (as
defined in the Form 10-Q)) and warrants to purchase up to 1,017,177 shares of Common Stock and PWPI held 1,022,996 shares of
Common Stock (including 482,972 Founder Shares) and warrants to purchase up to 129,243 shares of Common Stock.  As
a result of the foregoing, for purposes of Reg. Section 240.13d-3, the Reporting Persons may be deemed to beneficially own
the 8,791,192 shares of Common Stock (including 4,168,365 Founder Shares) and the 1,146,420 shares of Common Stock underlying
the warrants held in the aggregate by the PW Funds, or approximately 11.0% of the shares of Common Stock deemed to be issued
and outstanding as of April 12, 2017.

* Beneficial ownership percentage
is based upon 89,286,936 shares of Common Stock issued and outstanding as
of February 3, 2017, based on information reported by the Company in the Form 10-Q. As of April 12, 2017, PWIMF held
7,768,196 shares of Common Stock (including 3,685,393 Founder Shares) and warrants to purchase up to 1,017,177 shares of
Common Stock.  For purposes of Reg. Section 240.13d-3, PWIMF may be deemed to beneficially own the 7,768,196 shares
of Common Stock (including 3,685,393 Founder Shares) and the 1,017,177 shares of Common Stock underlying the warrants, or
approximately 9.7% of the shares of Common Stock deemed to be issued and outstanding as of April 12, 2017.

* Beneficial ownership percentage
is based upon 89,286,936 shares of Common Stock issued and outstanding as of February 3, 2017, based on information reported
by the Company in the Form 10-Q.   PWAM is the investment manager to the PW Funds, and Mr. Park is the sole member
and manager of PWAM.  As of April 12, 2017, PWIMF held 7,768,196 shares of Common Stock (including 3,685,393
Founder Shares) and warrants to purchase up to 1,017,177 shares of Common Stock and PWPI held 1,022,996 shares of Common
Stock (including 482,972 Founder Shares) and warrants to purchase up to 129,243 shares of Common Stock.  As a
result of the foregoing, for purposes of Reg. Section 240.13d-3, the Reporting Persons may be deemed to beneficially own the
8,791,192 shares of Common Stock (including 4,168,365 Founder Shares) and the 1,146,420 shares of Common Stock underlying the
warrants held in the aggregate by the PW Funds, or approximately 11.0% of the shares of Common Stock deemed to be issued and
outstanding as of April 12, 2017.

Item 1(a).  Name Of Issuer.

Nexeo Solutions, Inc. (the “Company”)

Item 1(b).  Address of Issuer’s Principal Executive
Offices.

3 Waterway Square Place, Suite 1000

The Woodlands, Texas 77380

Item 2(a).  Name of Person Filing.

This report on Schedule 13G
(this “Schedule 13G”), is being jointly filed by (i) Park West Asset Management LLC (“PWAM”), a
Delaware limited liability company and the investment manager to (a) Park West Investors Master Fund, Limited
(“PWIMF”), a Cayman Islands exempted company that is the holder of 7,768,196 shares of common stock, $0.0001 par
value per share, of the Company (the “Common Stock”) (including 3,685,393 Founder Shares (as defined in the
Company’s Form 10-Q for the quarterly period ended December 31, 2016, filed with the Securities and Exchange Commission
on February 9, 2017 (the “Form 10-Q”))) and warrants to purchase up to 1,017,177 shares of Common Stock, reported
on this Schedule 13G, and (b) Park West Partners International, Limited (“PWPI” and, collectively with PWIMF, the
“PW Funds”), a Cayman Islands exempted company that is the holder of 1,022,996 shares of Common Stock (including
482,972 Founder Shares) and warrants to purchase up to 129,243 shares of Common Stock reported on this Schedule 13G; (ii)
PWIMF; and (iii) Peter S. Park, as the sole member and manager of PWAM (“Mr. Park” and, collectively with PWAM,
the “Reporting Persons”).

The 8,791,192 shares of Common
Stock (including 4,168,365 Founder Shares) and the 1,146,420 shares of Common Stock underlying the warrants held in the
aggregate by the PW Funds, which constitute approximately 11.0% of the shares of Common Stock deemed to be issued and
outstanding as of April 12, 2017, may be deemed to be beneficially owned (x) indirectly by PWAM, as the investment adviser to
PWIMF and PWPI, and (y) indirectly by Mr. Park, as the sole member and manager of PWAM.

As of April 12, 2017, PWIMF held
7,768,196 shares of Common Stock (including 3,685,393 Founder Shares) and warrants to purchase 1,017,177 shares of Common
Stock, constituting approximately 9.7% of the Common Stock deemed to be issued and outstanding as of April 12, 2017.

Item 2(b).  Address of Principal Business Office or,
if None, Residence.

The address for the Reporting Persons is: 900 Larkspur Landing Circle,
Suite 165, Larkspur, California 94939.

Item 2(c).  Citizenship.

PWAM is organized under the laws of the State of Delaware. Mr. Park
is a citizen of the United States.

Item 2(d).  Title of Class of Securities.

Common Stock, $0.0001 par value per share.

Item 2(e).  CUSIP No.

65342H102

Item 3.  If This Statement Is Filed Pursuant to §§240.13d-1(b)
or 240.13d-2(b) or (c), check whether the Person Filing is a:

Not Applicable.

Item 4.  Ownership.

As reported in the cover pages to this report, the ownership information
with respect to each of PWAM and Mr. Park is as follows:

As reported in the cover pages to this report, the ownership information
with respect to PWIMF is as follows:

* This Schedule 13G is being jointly
filed by (i) PWAM, a Delaware limited liability company and the investment manager to (a) PWIMF, a Cayman Islands exempted
company that is the holder of 7,768,196 shares of Common Stock (including 3,685,393 Founder Shares) and warrants to purchase
up to 1,017,177 shares of Common Stock, as reported on this Schedule 13G, and (b) PWPI, a Cayman Islands exempted company
that is the holder of 1,022,996 shares of Common Stock (including 482,972 Founder Shares) and warrants to purchase up to
129,243 shares of Common Stock, as reported on this Schedule 13G; (ii) PWIMF; and and (iii) Mr. Park, as the sole member and
manager of PWAM.

The 8,791,192 shares of Common
Stock (including 4,168,365 Founder Shares) and the 1,146,420 shares of Common Stock underlying the warrants held in the
aggregate by the PW Funds, which constitute approximately 11.0% of the shares of Common Stock deemed to be issued and
outstanding as of April 12, 2017, may be deemed to be beneficially owned (x) indirectly by PWAM, as the investment adviser to
PWIMF and PWPI, and (y) indirectly by Mr. Park, as the sole member and manager of PWAM.  The foregoing beneficial
ownership percentage is based upon 89,286,936 shares of Common Stock, issued and outstanding as of February 3, 2017, based on
information reported by the Company in the Form 10-Q.

Item 5.  Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check
the following:  ¨

Item 6. Ownership of More Than Five Percent on Behalf of Another
Person.

Not Applicable.

Item 7.  Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not Applicable.

Item 8.  Identification and Classification of Members
of the Group.

Not Applicable.

Item 9.  Notice of Dissolution of Group.

Not Applicable.

Item 10.  Certification.

By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant
in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true, complete and correct.

Attention:  Intentional misstatements
or omissions of fact constitute

Federal criminal violations (See 18 U.S.C.
1001)

Exhibit Index

Exhibit A

JOINT FILING AGREEMENT

In accordance with Rule
13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of
them of a statement on Schedule 13G (including amendments thereto) with respect to the shares of common stock, $0.0001 par value
per share, of Nexeo Solutions, Inc., a Delaware corporation, and further agree that this Joint Filing Agreement be included as
Exhibit A to such Schedule 13G.  In evidence thereof, the undersigned hereby execute this agreement this 21st day of
April, 2017.