UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
A. M. Castle & Co.
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(Name of Issuer)
Common Stock, without par value
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(Title of Class of Securities)
148411101
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(CUSIP Number)
Patrick J. Herbert, III 30 North LaSalle Suite 1232 Chicago IL 60602
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
11/22/2002
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(Date of Event which Requires Filing of this Statement)
The information required on 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 ("Act") 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).
SCHEDULE 13D
CUSIP No. 14811101 Page 2 of 8 Pages
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1 NAMES OF REPORTING PERSONS S.S. OR
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
W. B. & Co.
(General Partners: Patrick J. Herbert, III and Simpson Estates, Inc.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) /X /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois, USA
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7 SOLE VOTING POWER
NUMBER OF SHARES 4,060,904
BENEFICIALLY -----------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING -----------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH
-----------------------------------------------
10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,060,904 (See Item 3)
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES / /
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.04%
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14 TYPE OF REPORTING PERSON
PN
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SCHEDULE 13D
CUSIP No. 14811101 Page 3 of 8 Pages
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1 NAMES OF REPORTING PERSONS S.S. OR
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Simpson Estates, Inc.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) /X /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois, USA
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7 SOLE VOTING POWER
NUMBER OF SHARES
BENEFICIALLY -----------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 4,060,904
REPORTING -----------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH
-----------------------------------------------
10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,060,904 (See Item 3)
---------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES / /
---------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.04%
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14 TYPE OF REPORTING PERSON
CO
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SCHEDULE 13D
CUSIP No. 14811101 Page 4 of 8 Pages
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1 NAMES OF REPORTING PERSONS S.S. OR
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Patrick J. Herbert, III
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / /
(b) /X /
---------------------------------------------------------------------------
3 SEC USE ONLY
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4 SOURCE OF FUNDS
00
---------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois, USA
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7 SOLE VOTING POWER
NUMBER OF SHARES 78,010
BENEFICIALLY -----------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 4,931,766
REPORTING -----------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 2,509,377
-----------------------------------------------
10 SHARED DISPOSITIVE POWER
1,021,254
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,009,776 (See Item 3)
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES / /
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
29.66%
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14 TYPE OF REPORTING PERSON
IN
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{W.B. & Co.}
Item 1. Security and Issuer
Common Stock, no par value. The names and titles of the
principal executive officer of the issuer of such common stock are as follows:
G. Thomas McKane President and Chief Executive Officer Edward
F. Culliton Vice President - Finance James A. Podojil Vice
President - Controller Jerry M. Aufox Secretary - Legal
Counsel
All of the individuals named above have their principal
office at 3400 North Wolf Road, Franklin Park, Illinois 60131.
Item 2. Identity and Background
a. W.B. & Co.
b. c/o Simpson Estates, 30 North LaSalle, Suite 1232
Chicago, Illinois 60602 c. NA d. Such reporting
person has not been convicted in a criminal
proceeding during the last five years.
e. Such reporting person has not been a party to a civil
proceedings of a judicial or administrative body of
competent jurisdiction during the last five years.
f. Illinois, USA
Item 3. Sources and Amount of Funds or Other Consideration
W.B. & Co. is a nominee partnership. Shares held by the
reporting person were acquired by the transferors by purchase,
inheritance, or gift.
On November 22, 2002, the reporting persons purchased $12
million of Series A Cumulative Convertible Preferred Stock
(the "Preferred Stock") from the issuer for cash. Generally,
the Preferred Stock votes on an as-if converted basis based on
a per share conversion price of $6.69.
The number of shares beneficially owned includes 1,793,722
shares of common stock which would be received upon conversion
of the Preferred Stock into common stock of the issuer. The
Preferred Stock is convertible at any time into common stock
of the issuer on a per share conversion price of $6.69.
Item 4. Purpose of Transaction
The common stock of the issuer is being held by the reporting
person for investment purposes only and the reporting person
does not have any plans or proposals with respect to such
common stock as enumerated in paragraphs (a) through (j) of
Item 4.
Item 5. Interest in Securities of the Issuer.
a. 4,060,904 shares of Common Stock, 24.04%
b. The two general partners, Patrick J. Herbert, III and
Simpson Estates, Inc. share the power to vote the
reporting person's 4,060,904 shares of Common Stock.
Patrick J. Herbert, III as either the trustee,
custodian, or officer for the beneficial owners of
the shares held by the nominee, has the sole power to
dispose of 2,509,377 shares held by the reporting
person.
c. None except as described herein.
d. The beneficial owners of the shares held by the
reporting person, which is a nominee partnership,
have the right to receive dividends and profits from
the sale of the Common Stock.
e. NA
{Simpson Estates, Inc.}
Item 1. Security and Issuer
Common Stock, no par value. The names and titles of the
principal executive officer of the issuer of such common stock are as follows:
G. Thomas McKane President and Chief Executive Officer Edward
F. Culliton Vice President - Finance James A. Podojil Vice
President - Controller Jerry M. Aufox Secretary - Legal
Counsel
All of the individuals named above have their principal office
at 3400 North Wolf Road, Franklin Park, Illinois 60131.
Item 2. Identity and Background
a. Simpson Estates, Inc.
b. 30 North LaSalle, Suite 1232
Chicago, Illinois 60602
c. NA
d. Such reporting person has not been convicted in a criminal
proceeding during the last five years. e. Such reporting
person has not been a party to a civil proceedings of a
judicial or administrative body of competent jurisdiction
during the last five years.
f. Illinois, USA
Item 3. Sources and Amount of Funds or Other Consideration
Simpson Estates, Inc. is a corporation that serves as a
general partner of W.B. & Co. Shares held by the reporting
person were originally acquired by the transferors by
purchase, inheritance, or gift.
On November 22, 2002, the reporting persons purchased $12
million of Series A Cumulative Convertible Preferred Stock
(the "Preferred Stock") from the issuer for cash. Generally,
the Preferred Stock votes on an as-if converted basis based on
a per share conversion price of $6.69.
The number of shares beneficially owned includes 1,793,722
shares of common stock which would be received upon conversion
of the Preferred Stock into common stock of the issuer. The
Preferred Stock is convertible at any time into common stock
of the issuer on a per share conversion price of $6.69.
Item 4. Purpose of Transaction
The common stock of the issuer is being held by the reporting
person for investment purposes only and the reporting person
does not have any plans or proposals with respect to such
common stock as enumerated in paragraphs (a) through (j) of
Item 4.
Item 5. Interest in Securities of the Issuer.
a. 4,060,904 shares of Common Stock, 24.04%
b. The reporting person, Simpson Estates, Inc., shares
the power to vote 4,060,904 shares of Common Stock
that are held by a nominee partnership of which the
reporting person is a general partner.
c. None except as described herein.
d. The shares being reported by the reporting person are
held by the reporting person as general partner in a
nominee partnership. The beneficial owners of the
shares have the right to receive dividends and
profits from the sale of the Common Stock.
e. NA
{Patrick J. Herbert, III}
Item 1. Security and Issuer
Common Stock, no par value. The names and titles of the
principal executive officer of the issuer of such common stock are as follows:
G. Thomas McKane President and Chief Executive Officer Edward
F. Culliton Vice President - Finance James A. Podojil Vice
President - Controller Jerry M. Aufox Secretary - Legal
Counsel
All of the individuals named above have their principal office
at 3400 North Wolf Road, Franklin Park, Illinois 60131.
Item 2. Identity and Background
a. Patrick J. Herbert, III
b. c/o Simpson Estates, 30 North LaSalle, Suite 1232 Chicago,
Illinois 60602
c. President, Simpson Estates, Inc.
d. Such reporting person has not been convicted in a criminal
proceeding during the last five years. e. Such reporting
person has not been a party to a civil proceedings of a
judicial or administrative body of
competent jurisdiction during the last five years.
f. Illinois, USA
Item 3. Sources and Amount of Funds or Other Consideration
The shares being reported are, except for those shares held
directly, held by the reporting person as trustee, officer,
custodian, or advisor for clients of Simpson estates, Inc.
These shares were originally acquired by purchase,
inheritance, or gift.
On November 22, 2002, the reporting persons purchased $12
million of Series A Cumulative Convertible Preferred Stock
(the "Preferred Stock") from the issuer for cash. Generally,
the Preferred Stock votes on an as-if converted basis based on
a per share conversion price of $6.69.
The number of shares beneficially owned includes 1,793,722
shares of common stock which would be received upon conversion
of the Preferred Stock into common stock of the issuer. The
Preferred Stock is convertible at any time into common stock
of the issuer on a per share conversion price of $6.69.
Item 4. Purpose of Transaction
The common stock of the issuer is being held by the reporting
person for investment purposes only and the reporting person
does not have any plans or proposals with respect to such
common stock as enumerated in paragraphs (a) through (j) of
Item 4.
Item 5. Interest in Securities of the Issuer.
a. 5,009,776 shares of Common Stock, 29.66%
b. The reporting person, Patrick J. Herbert, III, shares
the power to vote 4,931,766 shares of Common Stock.
Of these shares, 4,060,904 are held by a nominee
partnership of which the reporting person is a
general partner. The reporting person has the sole
power to vote 78,010 shares of Common Stock. The
reporting person has sole dispositive power over
2,509,377 shares of Common Stock and shared
dispositive power over 1,021,254 shares. The
reporting person holds options to acquire 15,500
shares. These shares are included in the sole power
to vote and sole power to dispose balances.
c. None except as described herein.
d. The shares being reported by the reporting person,
except for those shares held directly, are held by
the reporting person as trustee, officer, custodian,
or advisor. The beneficial owners of the shares have
the right to receive dividends and profits from the
sale of the Common Stock.
e. NA
Item 6. Contracts, Agreements, Understandings or Relationships with
Respect to Securities of the Issuer.
Partnership Agreement.
Item 7. Material to be filed as Exhibits
Partnership Agreement.
Signature
After reasonable inquiry and to the best of my knowledge and
believe, the undersigned certify that the information set forth in this
statement is true, complete, and correct.
/s/ Patrick J. Herbert, III
---------------------------------
Date November 26, 2002 Patrick J. Herbert, III
Simpson Estates, Inc.
By: /s/ Patrick J. Herbert, III
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Patrick J. Herbert, III
President
Signed individually and as general
partners of W. B. & Co.