Filing Details

Accession Number:
0000906344-12-000093
Form Type:
4/A
Zero Holdings:
No
Publication Time:
2012-09-19 15:36:30
Reporting Period:
2012-05-16
Filing Date:
2012-09-19
Accepted Time:
2012-09-19 15:36:30
Original Submission Date:
2012-05-25
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1393066 Resolute Forest Products Inc. ABH Paper Mills (2621) 980526415
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1133521 Steelhead Partners Llc 333 108Th Avenue Ne, Suite 2010
Bellevue WA 98004
No No No Yes
1327721 Michael James Johnston 333 108Th Avenue Ne, Suite 2010
Bellevue WA 98004
No No No Yes
1327722 Katz Brian Klein 333 108Th Avenue Ne, Suite 2010
Bellevue WA 98004
No No No Yes
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2012-05-16 176,844 $0.00 12,890,823 No 4 P Indirect See footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect See footnotes
Footnotes
  1. The reporting persons are: (i) Steelhead Partners, LLC ("Steelhead"), a registered investment advisor within the meaning of Rule 16a-1(a)(1)(v) under the Exchange Act; and (ii) each of James Michael Johnston and Brian Katz Klein, Steelhead's member-managers.
  2. 12,693,668 shares of common stock reported on this Form 4 are beneficially held by Steelhead Navigator Master, L.P. (" Steelhead Navigator"). The balance of the shares reported on this Form 4 is beneficially held by certain other investment limited partnerships and client accounts, none of which, other than Steelhead Navigator, is itself the beneficial owner of more than 10% of the issuer's common stock (collectively with Steelhead Navigator, the "Funds"). Steelhead serves as the investment manager of the Funds. As a greater than 10% beneficial owner, Steelhead Navigator is separately reporting its holdings in the issuer's securities on a Form 4 filed concurrently herewith.
  3. Steelhead and the other reporting persons may be deemed to beneficially own the securities owned by the Funds insofar as they may be deemed to have the power to direct the voting or disposition of such securities. The reporting persons have elected therefore to file this Form 4 voluntarily to report the Funds' holdings on an aggregate basis, notwithstanding the reporting exemption applicable to registered investment advisors under Rule 16a-1(a)(1)(v) and to control persons under Rule 16a-1(a)(1)(vii). The filing of this Form 4 should not, however, be deemed an admission by any of the reporting persons that such person falls outside the scope of the foregoing exemptions, or that the reporting persons and/or the Funds form a group within the meaning of Rule 16a-1(a)(1). Each of Steelhead, Mr. Johnston, Mr. Klein and the Funds expressly disclaims beneficial ownership in these securities, except to the extent of their respective pecuniary interests therein.
  4. In connection with the issuer's acquisition of Fibrek, Inc., Steelhead Navigator tendered 6,479,000 shares of Fibrek, Inc. and in exchange received $3,636,730.75 in cash and 176,844 shares of common stock of the issuer.
  5. A portion of the shares of the issuer's common stock reported in Table I on this Form 4 was issued to the Funds pursuant to the issuer's plans of reorganization (the "Plans") in connection with its creditor protection proceedings under Chapter 11 of the U.S. Bankruptcy Code and the Companies' Creditors Arrangement Act (Canada). The issuance of the shares under the Plans is in partial consideration of the claims arising from the Funds' ownership of certain bonds, which have been canceled pursuant to the Plans. The initial distribution of the shares of the issuer's common stock to certain creditors pursuant to the Plans, including to the Funds, occurred on December 20, 2010. As the remaining claims are being resolved pursuant to the Plans, the creditors, including the Funds, may from time to time receive additional distribution of shares of the issuer's common stock.