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Form 4 Horsehead Holding Corp For: Jul 24 Filed by: Dalal Street, LLC

July 28, 2015 5:12 PM EDT
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Dalal Street, LLC

(Last) (First) (Middle)
1220 ROOSEVELT
SUITE 200

(Street)
IRVINE CA 92620

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Horsehead Holding Corp [ ZINC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/24/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/24/2015 07/24/2015 P   214,244 A $ 8.12 (2) 7,227,197 I See Footnote (1)
Common Stock 07/27/2015 07/27/2015 P   237,108 A $ 8.13 (3) 7,464,305 I See Footnote (1)
Common Stock 07/28/2015 07/28/2015 P   19,301 A $ 7.82 (4) 7,483,606 I See Footnote (1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Securities reported for Dalal Street, LLC (the "LLC") represent Common Stock beneficially owned and held of record by 3 private funds (Pabrai Investment Fund 2, L.P., Pabrai Investment Fund 3, Ltd. and Pabrai Investment Fund IV, L.P.) managed by the LLC, Mohnish Pabrai and Harina Kapoor JTWROS and 5 managed accounts (Aikyum, Inc., Harina Kapoor IRA, Monsoon Pabrai, Momachi Pabrai and The Dakshana Foundation) managed by Mr. Pabrai as well as Dhandho Holdings Corporation ("Dhandho"). Mr. Pabrai is the managing member of the LLC and the President of Dhandho. The managed accounts are each beneficially owned by members of Mr. Pabrai's family. The LLC, private funds, managed accounts, Dhandho and Mr. Pabrai (the "Reporting Persons") are each beneficial owners. The Reporting Persons disclaim beneficial ownership, within the meaning of Section 16 of the Exchange Act, or otherwise of such portion of the Common Stock in which the Reporting Persons have no actual pecuniary interest therein.
2. The price information provided above is the weighted average purchase price for the transactions reported on that line. The purchase prices for these transactions ranged from $7.94 to $8.17. The Reporting Persons (as defined above) undertake to provide upon request by the SEC Staff, the issuer or any securityholder full information regarding the number of shares purchased at each separate price.
3. The price information provided above is the weighted average purchase price for the transactions reported on that line. The purchase prices for these transactions ranged from $8.01 to $8.21. The Reporting Persons (as defined above) undertake to provide upon request by the SEC Staff, the issuer or any securityholder full information regarding the number of shares purchased at each separate price.
4. The price information provided above is the weighted average purchase price for the transactions reported on that line. The purchase prices for these transactions ranged from $7.81 to $7.84. The Reporting Persons (as defined above) undertake to provide upon request by the SEC Staff, the issuer or any securityholder full information regarding the number of shares purchased at each separate price.
Mohnish Pabrai, Managing Member of Dalal Street, LLC 07/28/2015
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
Exhibit 24.1


                   JOINT FILING AGREEMENT AND POWER OF ATTORNEY

Pursuant to and in accordance with the Securities Exchange Act of 1934, as 
amended (the "Exchange Act"), and the rules and regulations promulgated 
thereunder, each undersigned party hereby agrees to the joint filing, on
behalf of such undersigned party with respect to the Common Stock
of Horsehead Holding Corp., a Delaware corporation, of any and all forms (s),
statement(s), report(s),and/or documents required to be filed by such 
undersigned party under Section 16 of the Exchange Act (including any 
amendment(s), supplement(s), and/or exhibit(s) thereto) with the Securities and
Exchange Commission (and if such security is registered on a national
and securities exchange or national securities association, also with the
exchange or association), and further agrees that this Joint Filing Agreement 
and Power of Attorney shall be included as an Exhibit to each such joint filing.

Know all by these presents, that the undersigned hereby constitutes and appoints
Mohnish Pabrai, signing singly, the undersigned's true and lawful 
attorney-in-fact to:

(1)  execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer, director,and/or beneficial owner of Horsehead Holding Corp. 
(the "Company"), Forms 3,4, and 5 in accordance with Section 16(a) of the 
Exchange Act and the rules thereunder;

(2)  do  and perform any and all acts for and on behalf of the undersigned which
may  be necessary or desirable to complete and execute any such Form 3, 4, or 5,
complete  and  execute any amendment or amendments thereto, and timely file such
form  with  the  United  States Securities and Exchange Commission and any stock
exchange or similar authority; and

(3)  take  any  other  action  of  any  type  whatsoever  in connection with the
foregoing  which, in the opinion of such attorney-in-fact, may be of benefit to,
in  the  best  interest  of,  or  legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned  pursuant  to this Power of Attorney shall be in such form and shall
contain  such  terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

The  undersigned  hereby  grants  to  each  such attorney-in-fact full power and
authority  to  do  and perform any and every act and thing whatsoever requisite,
necessary,  or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could  do  if personally present, with full power of substitution or revocation,
hereby  ratifying  and  confirming  all  that  such  attorney-in-fact,  or  such
attorney-in-fact's  substitute  or substitutes, shall lawfully do or cause to be
done  by  virtue  of  this  power  of  attorney and the rights and powers herein
granted.  The  undersigned acknowledges that the foregoing attorneys-in-fact, in
serving  in  such  capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.

This Joint Filing Agreement and Power of Attorney shall remain in full force 
and effect until the undersigned is no longer required to file Forms 3, 
4, and 5 with respect to the undersigned's holdings of and transactions in 
securities issued by the Company, unless earlier revoked by the undersigned 
in a signed writing delivered to the foregoing attorney-in-fact.

IN  WITNESS  WHEREOF, the undersigned has caused this Joint Filing Agreement
and Power of Attorney to be executed as of this 28th day of July, 2015.


                        DALAL STREET, LLC

                             By: /s/ Mohnish Pabrai
                             Mohnish Pabrai, Managing Member

         
                        PABRAI INVESTMENT FUND 2, L.P.

                             By: Dalal Street, LLC, General Partner

                             By: /s/ Mohnish Pabrai
                                Mohnish Pabrai, Managing Member


                        
                        
                        
                         PABRAI INVESTMENT FUND 3, LTD.

                             By: /s/ Mohnish Pabrai
                                Mohnish Pabrai, Director


                         PABRAI INVESTMENT FUND IV, L.P.

                             By: Dalal Street, LLC, General Partner

                             By: /s/ Mohnish Pabrai
                                Mohnish Pabrai, Managing Member


                        AIKYUM, INC.

                             By: /s/ Mohnish Pabrai
                                Mohnish Pabrai, investment manager


                        HARINA KAPOOR IRA

                             By: /s/ Mohnish Pabrai
                                Mohnish Pabrai, investment manager


                        MONSOON PABRAI

                                 By: /s/ Mohnish Pabrai
                                Mohnish Pabrai, investment manager


                        MOMACHI PABRAI

                                   By: /s/ Mohnish Pabrai
                                Mohnish Pabrai, investment manager


                        THE DAKSHANA FOUNDATION

                                   By: /s/ Mohnish Pabrai
                                Mohnish Pabrai, investment manager

                        
                        DHANDHO HOLDINGS CORPORATION

                                   By: /s/ Mohnish Pabrai
                                Mohnish Pabrai, President

                                



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