| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Maidenform Brands, Inc. [ (MFB) ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/22/2005 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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, par value $0.01 per share | 07/22/2005 | S | 4,170,257 | D | $17 | 8,754,743 | D(1)(2) | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. THE AMOUNT REPORTED INCLUDES 4,170,257 SHARES OF THE COMMON STOCK, PAR VALUE $0.01 (THE "COMMON STOCK") OF MAIDENFORM BRANDS, INC. (THE "ISSUER") THAT WERE DISPOSED OF BY THE DESIGNATED REPORTING PERSON, ARES CORPORATE OPPORTUNITIES FUND, L.P. ("ACOF") AS WELL AS 8,754,743 SHARES OF COMMON STOCK THAT ARE HELD OF RECORD BY ACOF. ACOF MANAGEMENT, L.P. ("ACOF MANAGEMENT") IS THE GENERAL PARTNER OF ACOF. ACOF OPERATING MANAGER, L.P. ("ACOF OPERATING") IS THE GENERAL PARTNER OF ACOF MANAGEMENT AND THE MANAGER OF ACOF. ARES MANAGEMENT, INC. ("ARES INC.") IS THE GENERAL PARTNER OF ACOF OPERATING. ARES PARTNERS MANAGEMENT COMPANY, LLC, ("ARES PARTNERS" AND, TOGETHER WITH ACOF, ACOF MANAGEMENT, ACOF OPERATING AND ARES INC., THE "ARES ENTITIES") DIRECTLY OR INDIRECTLY BENEFICIALLY OWNS ALL OUTSTANDING CAPITAL STOCK OF ARES INC. |
| 2. ANTONY P. RESSLER IS THE MANAGER, AND SETH BRUFSKY, DAVID B. KAPLAN, JOHN KISSICK, BENNETT ROSENTHAL AND DAVID SACHS ARE MEMBERS OF ARES PARTNERS. UNDER APPLICABLE LAW, CERTAIN OF THESE INDIVIDUALS AND THEIR RESPECTIVE SPOUSES MAY BE DEEMED TO BE BENEFICIAL OWNERS HAVING INDIRECT OWNERSHIP OF THE SECURITIES OWNED OF RECORD BY ACOF BY VIRTUE OF SUCH STATUS. EACH OF THE ARES ENTITIES, AND MSSRS. RESSLER, BRUFSKY, KAPLAN, KISSICK, ROSENTHAL AND SACHS AND THEIR RESPECTIVE SPOUSES, DISCLAIM OWNERSHIP OF ALL SHARES REPORTED HEREIN IN EXCESS OF THEIR PECUNIARY INTERESTS, IF ANY, AND THIS REPORT SHALL NOT BE DEEMED AN ADMISSION THAT ANY SUCH PERSON OR ENTITY IS THE BENEFICIAL OWNER OF, OR HAS ANY PECUNIARY INTEREST IN, SUCH SECURITIES FOR PURPOSES OF SECTION 16 OF THE SECURITIES EXCHANGE ACT OF 1934 OR FOR ANY OTHER PURPOSES. |
| See signatures attached as Exhibit 99.1 | 07/22/2005 | |
| ** 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. | ||