Sec Form 3 Filing - Monarch Alternative Capital LP @ PYXUS INTERNATIONAL, INC. - 2020-08-24

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Monarch Alternative Capital LP
2. Issuer Name and Ticker or Trading Symbol
PYXUS INTERNATIONAL, INC. [ PYX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
535 MADISON AVENUE,
3. Date of Earliest Transaction (MM/DD/YY)
08/24/2020
(Street)
NEW YORK, NY10022
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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, no par value 6,033,340 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Monarch Alternative Capital LP
535 MADISON AVENUE
NEW YO RK, NY10022
X X
MDRA GP LP
C/O MONARCH ALTERNATIVE CAPITAL LP
535 MADISON AVENUE
NEW YORK, NY10022
X X See Remarks
Monarch GP LLC
C/O MONARCH ALTERNATIVE CAPITAL LP
535 MADISON AVENUE
NEW YORK, NY10022
X X See Remarks
Signatures
Monarch Alternative Capital LP; By: /s/ Michael Weinstock, Chief Executive Officer 09/03/2020
Signature of Reporting Person Date
MDRA GP LP; By: Monarch GP LLC, as general partner; By: /s/ Michael Weinstock, Member 09/03/2020
Signature of Reporting Person Date
Monarch GP LLC; By: /s/ Michael Weinstock, Member 09/03/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 3 is being filed on behalf of Monarch Alternative Capital LP, a Delaware limited partnership ("MAC"), MDRA GP LP, a Delaware limited partnership ("MDRA GP"), and Monarch GP LLC, a Delaware limited liability company ("Monarch GP" and, together with MAC and MDRA GP, the "Reporting Persons"). MAC serves as the investment advisor to a variety of funds (such funds collectively, the "Monarch Funds"), with respect to the shares of Pyxus International, Inc (the "Issuer") beneficially owned by it by virtue of the authority granted to it by the Monarch Funds to vote and dispose of the securities held by such Monarch Funds. MDRA GP is the general partner of MAC and Monarch GP is the general partner of MDRA GP. Each of MAC, MDRA GP and Monarch GP may be deemed to indirectly beneficially own shares held directly by the Funds and disclaims economic ownership of all such shares except to the extent of any indirect pecuniary interest therein.

Remarks:
Patrick Fallon, a Principal of MAC, serves on the board of directors of the Issuer as a representative of MAC. As a result, each of MAC, and by virtue of their control of MAC, MDRA GP and Monarch GP, may be deemed to be a "director-by-deputization" of the Issuer solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.

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).

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