AdvanSix Inc. — Major Shareholding Notification 2016

Nov 16, 2016

SC 13G 1 advansix_13g.htm SC 13G Field: Rule-Page

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

ADVANSIX INC.

(Name of Issuer)

Common Stock, $0.01 par value

(Title of Class of Securities)

00773T101

(CUSIP Number)

November 9, 2016

(Date of Event That Requires Filing of This Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule 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 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 ).

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CUSIP No. 00773T101 SCHEDULE 13G Page 2 of 10

| 1. | NAMES
OF REPORTING PERSONS Ryan Heslop | |
| --- | --- | --- |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) | (a) o (b) x |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION United States | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 0 |
| | 6. | SHARED
VOTING POWER 2,034,249 |
| | 7. | SOLE
DISPOSITIVE POWER 0 |
| | 8. | SHARED
DISPOSITIVE POWER 2,034,249 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,034,249 | |
| 10. | CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES □ (SEE INSTRUCTIONS) | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.67% (1) | |
| 12. | TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) IN | |

(1) Based on 30,482,966 ordinary shares of the Company outstanding as of November 7, 2016.

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CUSIP No. 00773T101 SCHEDULE 13G Page 3 of 10

| 1. | NAMES
OF REPORTING PERSONS Ariel Warszawski | |
| --- | --- | --- |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) | (a) o (b) x |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION United States | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 0 |
| | 6. | SHARED
VOTING POWER 2,034,249 |
| | 7. | SOLE
DISPOSITIVE POWER 0 |
| | 8. | SHARED
DISPOSITIVE POWER 2,034,249 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,034,249 | |
| 10. | CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES □ (SEE INSTRUCTIONS) | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.67% (1) | |
| 12. | TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) IN | |

(1) Based on 30,482,966 ordinary shares of the Company outstanding as of November 7, 2016.

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CUSIP No. 00773T101 SCHEDULE 13G Page 4 of 10

| 1. | NAMES
OF REPORTING PERSONS Firefly Value
Partners, LP | |
| --- | --- | --- |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) | (a) o (b) x |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 0 |
| | 6. | SHARED
VOTING POWER 2,034,249 |
| | 7. | SOLE
DISPOSITIVE POWER 0 |
| | 8. | SHARED
DISPOSITIVE POWER 2,034,249 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,034,249 | |
| 10. | CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES □ (SEE INSTRUCTIONS) | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.67% (1) | |
| 12. | TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) PN, IA | |

(1) Based on 30,482,966 ordinary shares of the Company outstanding as of November 7, 2016.

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CUSIP No. 00773T101 SCHEDULE 13G Page 5 of 10

| 1. | NAMES
OF REPORTING PERSONS FVP GP, LLC | |
| --- | --- | --- |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) | (a) o (b) x |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 0 |
| | 6. | SHARED
VOTING POWER 2,034,249 |
| | 7. | SOLE
DISPOSITIVE POWER 0 |
| | 8. | SHARED
DISPOSITIVE POWER 2,034,249 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,034,249 | |
| 10. | CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES □ (SEE INSTRUCTIONS) | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.67% (1) | |
| 12. | TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) OO | |

(1) Based on 30,482,966 ordinary shares of the Company outstanding as of November 7, 2016.

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CUSIP No. 00773T101 SCHEDULE 13G Page 6 of 10

| 1. | NAMES
OF REPORTING PERSONS Firefly Management
Company GP, LLC | |
| --- | --- | --- |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) | (a) o (b) x |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 0 |
| | 6. | SHARED
VOTING POWER 2,034,249 |
| | 7. | SOLE
DISPOSITIVE POWER 0 |
| | 8. | SHARED
DISPOSITIVE POWER 2,034,249 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,034,249 | |
| 10. | CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES □ (SEE INSTRUCTIONS) | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.67% (1) | |
| 12. | TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) OO | |

(1) Based on 30,482,966 ordinary shares of the Company outstanding as of November 7, 2016.

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CUSIP No. 00773T101 SCHEDULE 13G Page 7 of 10

| 1. | NAMES
OF REPORTING PERSONS FVP Master
Fund, L.P. | |
| --- | --- | --- |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) | (a) o (b) x |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION Cayman Islands | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 0 |
| | 6. | SHARED
VOTING POWER 2,034,249 |
| | 7. | SOLE
DISPOSITIVE POWER 0 |
| | 8. | SHARED
DISPOSITIVE POWER 2,034,249 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,034,249 | |
| 10. | CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES □ (SEE INSTRUCTIONS) | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.67% (1) | |
| 12. | TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) PN | |

(1) Based on 30,482,966 shares of common stock of the Company outstanding as of November 7, 2016.

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CUSIP No. 00773T101 SCHEDULE 13G Page 8 of 10

| Item 1(a). | Name
of Issuer: |
| --- | --- |
| | AdvanSix
Inc. |
| Item 1(b). | Address
of Issuer’s Principal Executive Offices: |
| | 115
Tabor Road Morris Plains,
NJ 07950 |
| Item 2(a). | Name
of Person(s) Filing: |
| | This
statement (the “Statement”) is being filed by: (i) FVP Master Fund, L.P., a Cayman Islands exempted
limited partnership (“FVP Master Fund”), (ii) Firefly Value Partners, LP, a Delaware limited partnership (“Firefly
Partners”), which serves as the investment manager of FVP Master Fund, (iii) FVP GP, LLC, a Delaware limited liability
company (“FVP GP”), which serves as the general partner of FVP Master Fund, (iv) Firefly Management Company GP,
LLC, a Delaware limited liability company (“Firefly Management”), which serves as the general partner of Firefly
Partners, and (v) Messrs. Ryan Heslop and Ariel Warszawski, the managing members of FVP GP and Firefly Management (all of
the foregoing, collectively, “Reporting Persons”). FVP Master Fund is a private investment vehicle
formed for the purpose of investing and trading in a wide variety of securities and financial instruments. FVP Master
Fund directly owns all of the shares reported in this Statement. Messrs. Heslop and Warszawski, Firefly Partners,
Firefly Management and FVP GP may be deemed to share with FVP Master Fund voting and dispositive power with respect to such
shares. |
| Item 2(b). | Address
of Principal Business Office, or, if None, Residence: |
| | The
Principal Business Office of FVP Master Fund is: c/o dms
Corporate Services, Ltd. P.O. Box 1344 dms House 20 Genesis
Close Grand Cayman,
KY1-1108 Cayman Islands The
Principal Business Officer of Messrs. Heslop and Warszawski, Firefly Partners, FVP GP and Firefly Management is: 601 West 26th
Street, Suite 1520 New York,
NY 10001 |
| Item 2(c). | Citizenship: |
| | For
citizenship information see Item 4 of the cover sheet of each Reporting Person. |
| Item 2(d). | Title
of Class of Securities: |
| | Common
Stock, $0.01 par value |
| Item 2(e). | CUSIP
Number: |
| | 00773T101 |

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CUSIP No. 00773T101 SCHEDULE 13G Page 9 of 10

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:

| (a) | o | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o) |
| --- | --- | --- |
| (b) | o | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c) |
| (c) | o | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c) |
| (d) | o | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8) |
| (e) | x | An
investment adviser in accordance with 240.13d-1(b)(1)(ii)(E) |
| (f) | o | An
employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F) |
| (g) | o | A
parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G) |
| (h) | o | A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813) |
| (i) | o | A
church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3) |
| (j) | o | Group,
in accordance with 240.13d-1(b)(1)(ii)(J) |

Item 4.	Ownership:
	See
Items 5-9 and 11 on the cover page for each Reporting Person, and Item 2. The percentage ownership of each Reporting
Person is based on 30,482,966 shares of Common Stock outstanding as of November 7, 2016, as reported in the Issuer's quarterly
report on Form 10-Q filed on November 10, 2016.
Item
5.	Ownership
of Five Percent or Less of a Class.
	Not
Applicable
Item
6.	Ownership
of More than Five Percent on Behalf of Another Person.
	Not
Applicable.
Item
7.	Identification
and Classification of the Subsidiary That Acquired the Security Being Reported by the Parent Holding Company or Control Person.
	Not
Applicable

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CUSIP No. 00773T101 SCHEDULE 13G Page 10 of 10

| Item
8. | Identification
and Classification of Members of the Group. |
| --- | --- |
| | Not
Applicable |
| Item
9. | Notice
of Dissolution of the Group. |
| | Not
Applicable |
| Item
10. | Certification: |
| | Not
Applicable |

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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.

Date: November 16, 2016	/s/ Ryan Heslop
	Ryan Heslop
	Ariel Warszawski
	Firefly Value Partners, LP
	FVP GP, LLC
	Firefly Management Company GP, LLC
	FVP Master Fund, L.P.
Date: November 16, 2016	/s/ Ariel Warszawski
	Ariel Warszawski, for himself and as Managing Member
	of FVP GP (for itself and as general partner of FVP Master
	Fund) and Firefly Management (for itself and as general
	partner of Firefly Partners)

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EXHIBIT INDEX

| Exhibit
No. | Document |
| --- | --- |
| 99.1 | Joint
Filing Agreement, dated November 16, 2016, among Ryan Heslop, Ariel Warszawski, Firefly Value Partners, LP, FVP GP, LLC, Firefly
Management Company GP, LLC and FVP Master Fund, L.P. to file this joint statement on Schedule 13G. |