Item 1.
(a) Name of Issuer
CSW Industrials, Inc., a Delaware corporation (the “Issuer”)
(b) Address of Issuer’s Principal Executive Offices
400 Lyndon B. Johnson Freeway, Suite 1300, Dallas, Texas 75240
(a) Name of Person Filing
This report on Schedule 13G is filed by:
| (i) | Newtyn Partners, LP, a Delaware limited partnership (“NP”), with respect to the Shares directly and beneficially owned by it; |
| (ii) | Newtyn TE Partners, LP, a Delaware limited partnership (“NTE”), with respect to the Shares directly and beneficially owned by it; |
| (iii) | Newtyn Management, LLC, a New York limited liability company (“NM”), as the investment manager of NP and NTE; |
| (iv) | Newtyn Capital Partners, LP, a Delaware limited partnership (“NCP”), as the general partner to each of NP and NTE; |
| (v) | Ledo Capital, LLC, a New York limited liability company (“Ledo”), as the general partner to NCP; and |
| (vi) | Noah Levy, as managing member to NM. |
NM, as the investment manager to each of NP and NTE, may be deemed the beneficial owner of the (i) 873,800 shares of Common Stock, par value $0.01 per share (the “Shares”) owned by NP and (ii) 411,200 Shares owned by NTE. NCP, as the general partner to each of NP and NTE, may be deemed the beneficial owner of the (i) 873,800 Shares owned by NP and (ii) 411,200 Shares owned by NTE. Ledo, as the general partner to NCP, may be deemed the beneficial owner of the (i) 873,800 Shares owned by NP and (ii) 411,200 Shares owned by NTE. Mr. Levy, as managing member to NM, may be deemed the beneficial owner of the (i) 873,800 Shares owned by NP and (ii) 411,200 Shares owned by NTE.
(b) Address of the Principal Office or, if none, residence
405 Park Avenue, Suite 1104, New York, New York 10022
(c) Citizenship
See 2(a). Mr. Levy is a citizen of the United States of America.
(d) Title of Class of Securities
Common Stock, par value $.01 per share
(e) CUSIP Number
126402 10 6
Item 3. | If this statement is filed pursuant to Section 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
Not Applicable.
All ownership information reported in this Item 4 is as of the close of business on July 22, 2016. The aggregate percentage of Shares reported owned by each person named herein is based upon 15,718,188 Shares outstanding, as of June 20, 2016, which is the total number of Shares outstanding as reported in the Issuer’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on July 6, 2016.
| (a) | Amount beneficially owned: |
873,800 Shares
Approximately 5.6%
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote |
0 Shares
| (ii) | Shared power to vote or to direct the vote |
873,800 Shares
| (iii) | Sole power to dispose or to direct the disposition of |
0 Shares
| (iv) | Shared power to dispose or to direct the disposition of |
873,800 Shares
| (a) | Amount beneficially owned: |
411,200 Shares
Approximately 2.6%
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote |
0 Shares
| (ii) | Shared power to vote or to direct the vote |
411,200 Shares
| (iii) | Sole power to dispose or to direct the disposition of |
0 Shares
| (iv) | Shared power to dispose or to direct the disposition of |
411,200 Shares
| III. | NM as the investment manager to each of NP and NTE, may be deemed the beneficial owner of the (i) 873,800 Shares owned by NP and (ii) 411,200 Shares owned by NTE |
| (a) | Amount beneficially owned: |
1,285,000 Shares
Approximately 8.2%
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote |
0 Shares
| (ii) | Shared power to vote or to direct the vote |
1,285,000 Shares
| (iii) | Sole power to dispose or to direct the disposition of |
0 Shares
| (iv) | Shared power to dispose or to direct the disposition of |
1,285,000 Shares
| IV. | NCP as the general partner to each of NP and NTE, may be deemed the beneficial owner of the (i) 873,800 Shares owned by NP and (ii) 411,200 Shares owned by NTE |
| (a) | Amount beneficially owned: |
1,285,000 Shares
Approximately 8.2%
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote |
0 Shares
| (ii) | Shared power to vote or to direct the vote |
1,285,000 Shares
| (iii) | Sole power to dispose or to direct the disposition of |
0 Shares
| (iv) | Shared power to dispose or to direct the disposition of |
1,285,000 Shares
| V. | Ledo, as the general partner to NCP, may be deemed the beneficial owner of the (i) 873,800 Shares owned by NP and (ii) 411,200 Shares owned by NTE |
| (a) | Amount beneficially owned: |
1,285,000 Shares
Approximately 8.2%
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote |
0 Shares
| (ii) | Shared power to vote or to direct the vote |
1,285,000 Shares
| (iii) | Sole power to dispose or to direct the disposition of |
0 Shares
| (iv) | Shared power to dispose or to direct the disposition of |
1,285,000 Shares
| VI. | Mr. Levy, as managing member to NM, may be deemed the beneficial owner of the (i) 873,800 Shares owned by NP and (ii) 411,200 Shares owned by NTE. In addition, Mr. Levy directly owns 609 Shares |
| (a) | Amount beneficially owned: |
1,285,609 Shares
Approximately 8.2%
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote |
609 Shares
| (ii) | Shared power to vote or to direct the vote |
1,285,000 Shares
| (iii) | Sole power to dispose or to direct the disposition of |
609 Shares
| (iv) | Shared power to dispose or to direct the disposition of |
1,285,000 Shares
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. |
See Exhibit 99.1.
Item 9. | Notice of Dissolution of Group. |
Not Applicable.
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.
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: July 25, 2016
| Newtyn Partners, LP |
| |
| By: | Newtyn Management, LLC Investment Manager |
| | |
| By: | |
| | Name: | Eugene Dozortsev |
| | Title: | Authorized Signatory |
| Newtyn TE Partners, LP |
| |
| By: | Newtyn Management, LLC Investment Manager |
| | |
| By: | |
| | Name: | Eugene Dozortsev |
| | Title: | Authorized Signatory |
| Newtyn Management, LLC |
| |
| By: | |
| | Name: | Eugene Dozortsev |
| | Title: | Authorized Signatory |
| Newtyn Capital Partners, LP |
| |
| By: | Ledo Capital, LLC General Partner |
| | |
| By: | |
| | Name: | Eugene Dozortsev |
| | Title: | Authorized Signatory |
| Ledo Capital, LLC |
| |
| By: | |
| | Name: | Eugene Dozortsev |
| | Title: | Authorized Signatory |