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SEC FORM 3/A SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Park West Asset Management LLC

(Last) (First) (Middle)
900 LARKSPUR LANDING CIRCLE, SUITE 165

(Street)
LARKSPUR CA 94939

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/12/2017
3. Issuer Name and Ticker or Trading Symbol
Nexeo Solutions, Inc. [ NXEO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
04/21/2017
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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.0001 par value per share 8,791,192(4) I See Footnotes(1)(2)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. 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"). Peter S. Park ("Mr. Park") is the sole member and manager of PWAM (the "Reporting Person").
2. On April 12, 2017, the date of the event which requires the filing of this statement (the "Reporting Date"), PWIMF held (i) 7,768,196 shares of common stock, par value $0.0001 per share, of Nexeo Solutions, Inc. (the "Common Stock") (including 3,685,393 Founder Shares (as defined in the Form 10-Q for the quarterly period ended December 31, 2016, filed with the Securities and Exchange Commission on February 9, 2017)) and (ii) warrants to purchase 1,017,177 shares of Common Stock; and PWPI held (i) 1,022,996 shares of Common Stock (including 482,972 Founder Shares) and (ii) warrants to purchase 129,243 shares of Common Stock. Thus the Reporting Person may be deemed to own beneficially (i) 8,791,192 shares of Common Stock (including 4,168,365 Founder Shares) and (ii) warrants to purchase 1,146,420 shares of Common Stock held in the aggregate by the PW Funds.
3. As a result of the foregoing, for purposes of Reg. Section 240.13d-3, the Reporting Person is deemed to beneficially own 8,791,192 shares of Common Stock (including 4,168,365 Founder Shares) and warrants to purchase 1,146,420 shares of Common Stock or an aggregate of approximately 11.0% of the shares of Common Stock deemed to be issued and outstanding as of the Reporting Date.
4. In the Form 3 filed April 21, 2017, 1,146,420 shares of Common Stock underlying warrants were mistakenly included in both Table I and Table II. Such shares have been removed from Table I in this amendment.
Remarks:
The Common Stock and warrants to purchase Common Stock reported herein represent securities (the "Securities") held by the PW Funds. Pursuant to Reg. Section 240.16a-1(a)(2), the Reporting Person's and Mr. Park's beneficial ownership is limited to its pecuniary interest, if any, in such Securities.
/s/ Grace Jimenez, Chief Financial Officer of Park West Asset Management LLC 05/15/2017
** 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 5 (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).
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