-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U/NJx6dGO1/bNtvQaJjfXvH11P3lN2PkwDfR4hKsz2SpECth0IiE7EyuSpusLkDZ eZBu+lF1HM0Vhy9jpH0J5w== 0000921530-03-000415.txt : 20030618 0000921530-03-000415.hdr.sgml : 20030618 20030618155405 ACCESSION NUMBER: 0000921530-03-000415 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030618 GROUP MEMBERS: GABRIEL NECHAMKIN GROUP MEMBERS: LIEF D. ROSENBLATT GROUP MEMBERS: MARK SONNINO GROUP MEMBERS: SATELLITE ASSET MANAGEMENT, L.P. GROUP MEMBERS: SATELLITE FUND MANAGEMENT LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HAYES LEMMERZ INTERNATIONAL INC CENTRAL INDEX KEY: 0001237941 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 320072578 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-79073 FILM NUMBER: 03748858 BUSINESS ADDRESS: STREET 1: 15300 CENTENNIAL DRIVE CITY: NORTHVILLE STATE: MI ZIP: 48167 BUSINESS PHONE: 7347375084 MAIL ADDRESS: STREET 1: 15300 CENTENNIAL DRIVE CITY: NORTHVILLE STATE: MI ZIP: 48167 FORMER COMPANY: FORMER CONFORMED NAME: HLI HOLDING CO INC DATE OF NAME CHANGE: 20030602 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SATELLITE ASSET MANAGEMENT LP CENTRAL INDEX KEY: 0001101195 IRS NUMBER: 134065352 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 10 EAST 30TH STREET 21ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122092000 MAIL ADDRESS: STREET 1: 10 EAST 30TH STREET 21ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G/A 1 satellitehayes_13ga1.txt HAYES LEMMERZ, JUNE 17, 2003 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* HAYES LEMMERZ INTERNATIONAL, INC. --------------------------------- (Name of Issuer) Common Stock, par value $0.01 per share --------------------------------------- (Title of Class of Securities) 420781304 --------- (CUSIP Number) June 17, 2003 ------------- (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [X] Rule 13d-1(c) [ ] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. 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). Continued on following pages Page 1 of 11 Pages SCHEDULE 13G CUSIP No. 420781304 Page 2 of 11 Pages 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) SATELLITE ASSET MANAGEMENT, L.P. 2 Check the Appropriate Box If a Member of a Group (See Instructions) a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization DELAWARE 5 Sole Voting Power Number of 1,123,383 Shares Beneficially 6 Shared Voting Power Owned By 0 Each Reporting 7 Sole Dispositive Power Person 1,123,383 With 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,123,383 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] 11 Percent of Class Represented By Amount in Row (9) 3.74% 12 Type of Reporting Person (See Instructions) PN, IA SCHEDULE 13G CUSIP No. 420781304 Page 3 of 11 Pages 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) SATELLITE FUND MANAGEMENT LLC 2 Check the Appropriate Box If a Member of a Group (See Instructions) a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization DELAWARE 5 Sole Voting Power Number of 1,123,383 Shares Beneficially 6 Shared Voting Power Owned By 0 Each Reporting 7 Sole Dispositive Power Person 1,123,383 With 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,123,383 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] 11 Percent of Class Represented By Amount in Row (9) 3.74% 12 Type of Reporting Person (See Instructions) OO, IA SCHEDULE 13G CUSIP No. 420781304 Page 4 of 11 Pages 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) MARK SONNINO (in the capacity described herein) 2 Check the Appropriate Box If a Member of a Group (See Instructions) a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization UNITED STATES 5 Sole Voting Power Number of 0 Shares Beneficially 6 Shared Voting Power Owned By 1,123,383 Each Reporting 7 Sole Dispositive Power Person 0 With 8 Shared Dispositive Power 1,123,383 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,123,383 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] 11 Percent of Class Represented By Amount in Row (9) 3.74% 12 Type of Reporting Person (See Instructions) IA SCHEDULE 13G CUSIP No. 420781304 Page 5 of 11 Pages 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) LIEF D. ROSENBLATT (in the capacity described herein) 2 Check the Appropriate Box If a Member of a Group (See Instructions) a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization UNITED STATES 5 Sole Voting Power Number of 0 Shares Beneficially 6 Shared Voting Power Owned By 1,123,383 Each Reporting 7 Sole Dispositive Power Person 0 With 8 Shared Dispositive Power 1,123,383 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,123,383 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] 11 Percent of Class Represented By Amount in Row (9) 3.74% 12 Type of Reporting Person (See Instructions) IA SCHEDULE 13G CUSIP No. 420781304 Page 6 of 11 Pages 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) GABRIEL NECHAMKIN (in the capacity described herein) 2 Check the Appropriate Box If a Member of a Group (See Instructions) a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization UNITED STATES 5 Sole Voting Power Number of 0 Shares Beneficially 6 Shared Voting Power Owned By 1,123,383 Each Reporting 7 Sole Dispositive Power Person 0 With 8 Shared Dispositive Power 1,123,383 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,123,383 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] 11 Percent of Class Represented By Amount in Row (9) 3.74% 12 Type of Reporting Person (See Instructions) IA Page 7 of 11 Pages Item 1(a) Name of Issuer: Hayes Lemmerz International, Inc. (the "Issuer"). Item 1(b) Address of the Issuer's Principal Executive Offices: 15300 Centennial Drive, Northville, Michigan 48167. Item 2(a) Name of Person Filing: The Statement is filed on behalf of each of the following persons (collectively, the "Reporting Persons"): i) Satellite Asset Management, L.P. ("Satellite L.P."); ii) Satellite Fund Management LLC (Satellite LLC"); iii) Mr. Mark Sonnino (Mr. Sonnino"); iv) Mr. Lief D. Rosenblatt ("Mr. Rosenblatt"); and v) Mr. Gabriel Nechamkin ("Mr. Nechamkin"). This statement relates to Shares (as defined herein) held for the account of Satellite L.P. Item 2(b) Address of Principal Business Office or, if None, Residence: The address of the principal business office of each of the Reporting Persons is 623 Fifth Avenue, 20th Floor, New York, New York 10022. Item 2(c) Citizenship: 1) Satellite L.P. is a Delaware limited partnership; 2) Satellite LLC is a Delaware limited liability company; 3) Mr. Sonnino is a citizen of the United States; 4) Mr. Rosenblatt is a citizen of the United States; and 5) Mr. Nechamkin is a citizen of the United States. Item 2(d) Title of Class of Securities: Common Stock, par value $0.01 per share (the "Shares"). Item 2(e) CUSIP Number: 420781304 Page 8 of 11 Pages Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: This Item 3 is not applicable. Item 4. Ownership: Item 4(a) Amount Beneficially Owned: As of June 17, 2003, each of the Reporting Persons may be deemed the beneficial owner of 1,123,383 Shares held for the account of Satellite L.P. Item 4(b) Percent of Class: The number of Shares of which each of the Reporting Persons may be deemed to be the beneficial owner constitutes approximately 3.74% of the total number of Shares outstanding (according to information provided to the Reporting Persons from the Issuer, as of June 16, 2003, 30,000,000 Shares were outstanding). Item 4(c) Number of shares as to which such person has: Satellite L.P. -------------- (i) Sole power to vote or direct the vote: 1,123,383 (ii) Shared power to vote or to direct the vote 0 (iii) Sole power to dispose or to direct the disposition of 1,123,383 (iv) Shared power to dispose or to direct the disposition of 0 Satellite LLC ------------- (i) Sole power to vote or direct the vote: 1,123,383 (ii) Shared power to vote or to direct the vote 0 (iii) Sole power to dispose or to direct the disposition of 1,123,383 (iv) Shared power to dispose or to direct the disposition of 0 Mr. Sonnino ----------- (i) Sole power to vote or direct the vote: 0 (ii) Shared power to vote or to direct the vote 1,123,383 (iii) Sole power to dispose or to direct the disposition of 0 (iv) Shared power to dispose or to direct the disposition of 1,123,383 Page 9 of 11 Pages Mr. Rosenblatt -------------- (i) Sole power to vote or direct the vote: 0 (ii) Shared power to vote or to direct the vote 1,123,383 (iii) Sole power to dispose or to direct the disposition of 0 (iv) Shared power to dispose or to direct the disposition of 1,123,383 Mr. Nechamkin ------------- (i) Sole power to vote or direct the vote: 0 (ii) Shared power to vote or to direct the vote 1,123,383 (iii) Sole power to dispose or to direct the disposition of 0 (iv) Shared power to dispose or to direct the disposition of 1,123,383 Item 5. Ownership of Five Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the Reporting Person has ceased to be the beneficial owner of more than five percent of the Shares, check the following [X]. Item 6. Ownership of More than Five Percent on Behalf of Another Person: The partners of Satellite L.P., including Satellite LLC, its general partner, have the right to participate in the receipt of dividends from, or proceeds from the sale of, the securities held for the account of Satellite L.P. in accordance with their partnership interests in Satellite L.P. The members of Satellite LLC have the right to participate in the receipt of dividends from, or proceeds from the sale of, the securities held for the account of Satellite LLC in accordance with their membership interests in Satellite LLC. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: This Item 7 is not applicable. Item 8. Identification and Classification of Members of the Group: This Item 8 is not applicable. Item 9. Notice of Dissolution of Group: This Item 9 is not applicable. Page 10 of 11 Pages Item 10. Certification: By signing below each of the Reporting Persons certifies that, to the best of such person's knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of such securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect. Page 11 of 11 Pages SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: June 18, 2003 SATELLITE ASSET MANAGEMENT, L.P. By: Satellite Fund Management LLC Its General Partner By: /s/ Brian S. Kriftcher ---------------------------------------- Name: Brian S. Kriftcher Title: Chief Operating Officer and Principal Date: June 18, 2003 SATELLITE FUND MANAGEMENT LLC By: /s/ Brian S. Kriftcher ---------------------------------------- Name: Brian S. Kriftcher Title: Chief Operating Officer and Principal Date: June 18, 2003 MARK SONNINO By: /s/ Brian S. Kriftcher ---------------------------------------- Name: Brian S. Kriftcher Title: Attorney-in-Fact Date: June 18, 2003 LIEF D. ROSENBLATT By: /s/ Brian S. Kriftcher ---------------------------------------- Name: Brian S. Kriftcher Title: Attorney-in-Fact Date: June 18, 2003 GABRIEL NECHAMKIN By: /s/ Brian S. Kriftcher ---------------------------------------- Name: Brian S. Kriftcher Title: Attorney-in-Fact -----END PRIVACY-ENHANCED MESSAGE-----