*
Beneficial ownership percentage is based upon 225,360,551 shares of common stock, $0.01 par value per share (“Common Stock”), of Rentech, Inc., a Colorado corporation (the “Company”), issued and outstanding as of February 29, 2012, based on information reported by the Company in its Transition Report on Form 10-K for the transition period from October 1, 2011 to December 31, 2011, filed with the Securities and Exchange Commission on March 15, 2012. 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, together with PWIMF, the “PW Funds”). As of March 28, 2012, PWIMF holds 9,270,191 shares of Common Stock and PWPI holds 2,077,312 shares of Common Stock. PWAM, as the investment manager to the PW Funds, and Peter S. Park, as the sole member and manager of PWAM (“Park” and, together with PWAM, the “Reporting Persons”), may be deemed to beneficially own the 11,347,503 shares of Common Stock held by the PW Funds. As a result of the foregoing, for purposes of Reg. Section 240.13d-3, the Reporting Persons are deemed to beneficially own 11,347,503 shares of Common Stock, or 5.0% of the shares of Common
Stock deemed to be issued and outstanding as of March 28, 2012.
Item 1(a).
Name Of Issuer.
Rentech, Inc. (the “Company”)
Item 1(b).
Address of Issuer’s Principal Executive Offices.
10877 Wilshire Boulevard, Suite 600
Los Angeles, California 90024
Item 2(a).
Name of Person Filing.
This report on Schedule 13G (this “Schedule 13G”), is being jointly filed by (i) Park West Asset Management LLC (“PWAM”), a Delaware limited liability company and the investment manager to (a) Park West Investors Master Fund, Limited (“PWIMF”), a Cayman Islands exempted company that is the holder of 9,270,191 shares of common stock, par value $0.01 per share (“Common Stock”), of the Company reported on this Schedule 13G, and (b) Park West Partners International, Limited
(“PWPI” and, together with PWIMF, the “PW Funds”), a Cayman Islands exempted company that is the holder of 2,077,312 shares of Common Stock reported on this Schedule 13G; and (ii) Peter S. Park, as the sole member and manager of PWAM (“Park” and, together with PWAM, the “Reporting Persons”).
The 11,347,503 shares of Common Stock held by the PW Funds, which constitute, in the aggregate, 5.0% of the shares of Common Stock deemed to be outstanding as of March 28, 2012, may be deemed to be beneficially owned (x) indirectly by PWAM, as the investment adviser to PWIMF and PWPI, and (y) indirectly by Mr. Park, as the sole member and manager of PWAM.
Item 2(b).
Address of Principal Business Office or, if None, Residence.
The address for the Reporting Persons is: 900 Larkspur Landing Circle, Suite 165, Larkspur, California 94939.
Item 2(c).
Citizenship.
PWAM is organized under the laws of the State of Delaware. Mr. Park is a citizen of the United States.
Item 2(d).
Title of Class of Securities.
Common Stock, $0.01 par value per share.
Item 2(e).
CUSIP No.
760112102