0001140361-14-027099.txt : 20140630 0001140361-14-027099.hdr.sgml : 20140630 20140630211012 ACCESSION NUMBER: 0001140361-14-027099 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140626 FILED AS OF DATE: 20140630 DATE AS OF CHANGE: 20140630 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN APPAREL, INC CENTRAL INDEX KEY: 0001336545 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 203200601 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 747 WAREHOUSE STREET CITY: LOS ANGELES STATE: CA ZIP: 90021 BUSINESS PHONE: 213-488-0226 MAIL ADDRESS: STREET 1: 747 WAREHOUSE STREET CITY: LOS ANGELES STATE: CA ZIP: 90021 FORMER COMPANY: FORMER CONFORMED NAME: Endeavor Acquisition Corp. DATE OF NAME CHANGE: 20050818 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kim Soohyung CENTRAL INDEX KEY: 0001418202 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-32697 FILM NUMBER: 14950500 MAIL ADDRESS: STREET 1: C/O STANDARD GENERAL L.P. STREET 2: 767 FIFTH AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: P STANDARD GENERAL LTD CENTRAL INDEX KEY: 0001611966 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-32697 FILM NUMBER: 14950501 BUSINESS ADDRESS: STREET 1: C/O STANDARD GENERAL L.P. STREET 2: 767 FIFTH AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 212 257-4701 MAIL ADDRESS: STREET 1: C/O STANDARD GENERAL L.P. STREET 2: 767 FIFTH AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Standard General Master Fund L.P. CENTRAL INDEX KEY: 0001418203 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-32697 FILM NUMBER: 14950502 BUSINESS ADDRESS: STREET 1: WALKERS SPV LIMITED, WALKER HOUSE STREET 2: MARY STREET CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-1002 BUSINESS PHONE: 212-257-4701 MAIL ADDRESS: STREET 1: C/O STANDARD GENERAL L.P. STREET 2: 767 FIFTH AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Standard General L.P. CENTRAL INDEX KEY: 0001409888 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-32697 FILM NUMBER: 14950503 BUSINESS ADDRESS: STREET 1: 767 FIFTH AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 212-257-4701 MAIL ADDRESS: STREET 1: 767 FIFTH AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 3/A 1 doc1.xml FORM 3/A X0206 3/A 2014-06-26 2014-06-27 0 0001336545 AMERICAN APPAREL, INC APP 0001409888 Standard General L.P. 767 FIFTH AVENUE, 12TH FLOOR NEW YORK NY 10153 0 0 1 0 0001418203 Standard General Master Fund L.P. WALKERS SPV LIMITED, WALKER HOUSE MARY STREET GEORGE TOWN, GRAND CAYMAN E9 KY1-1002 CAYMAN ISLANDS 0 0 1 0 0001611966 P STANDARD GENERAL LTD C/O STANDARD GENERAL L.P. 767 FIFTH AVENUE, 12TH FLOOR NEW YORK NY 10153 0 0 1 0 0001418202 Kim Soohyung 767 FIFTH AVENUE, 12TH FLOOR NEW YORK NY 10153 1 1 1 0 See Footnote 3 Common Stock, par value $0.0001 ("Common Stock") 3000000 I See Footnotes Of the securities reported herein, 2,295,019 shares of Common Stock are held by Standard General Master Fund L.P. (the "Master Fund") and 704,981 shares of Common Stock are held by P Standard General Ltd. (together with the Master Fund, the "Funds"), private investment vehicles for which Standard General L.P. ("Standard General") serves as investment manager. Standard General exercises voting and investment control over the shares held for the accounts of the Funds. Mr. Kim is a director of the general partner of the general partner of Standard General and Chief Investment Officer of Standard General, and in such capacities may be deemed to indirectly beneficially own the securities reported herein. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest in such shares, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose. On June 25, 2014, Standard General, on behalf of funds for which it serves as investment manager (collectively, "SG"), and Dov Charney, the Issuer's Chief Executive Officer, entered into a letter agreement (the "Letter Agreement") that addresses several contemplated transactions (including a sale by SG to Mr. Charney of shares of Common Stock and the grant by Mr. Charney to SG of warrants to acquire such shares and certain additional shares of Common Stock held by him), which the parties agree, pursuant to the Letter Agreement, to enter into following the occurrence of the Condition Precedent (as defined in the Letter Agreement). Such transactions have not been consummated, and neither the number of shares proposed to be sold, nor the price at which such shares would be sold, nor the exercise price for the warrants has yet been determined. However, upon the Reporting Persons' purchase of the shares of Common Stock reported herein, the Condition Precedent has occurred. A copy of the Letter Agreement is filed as Exhibit A to Amendment No. 13 to the Schedule 13D filed by Mr. Charney with the Securities and Exchange Commission on June 27, 2014. As a result of the Letter Agreement, the Reporting Persons and Mr. Charney may be deemed to have formed a "group" within the meaning of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended. However, the Reporting Persons do not expressly affirm the existence of a group. Each of the Reporting Persons disclaims beneficial ownership of securities of the Issuer beneficially owned by Mr. Charney, except to the extent of any pecuniary interest that such Reporting Person may have with respect thereto. The Form 3 previously filed by the Reporting Persons with respect to shares of the Common Stock is hereby amended to correct the allocation of shares among the Funds. /s/ Standard General L.P. by Soohyung Kim, Chief Executive Officer 2014-06-30 /s/ Standard General Master Fund L.P. by Soohyung Kim, Chief Executive Officer of Standard General L.P., its investment manager 2014-06-30 /s/ P Standard General Ltd. by Soohyung Kim, Chief Executive Officer of Standard General L.P., its investment manager 2014-06-30 /s/ Soohyung Kim 2014-06-30