0001209191-15-019310.txt : 20150227 0001209191-15-019310.hdr.sgml : 20150226 20150226214758 ACCESSION NUMBER: 0001209191-15-019310 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150224 FILED AS OF DATE: 20150226 DATE AS OF CHANGE: 20150226 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Blue Bird Corp CENTRAL INDEX KEY: 0001589526 STANDARD INDUSTRIAL CLASSIFICATION: TRUCK & BUS BODIES [3713] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 BUSINESS ADDRESS: STREET 1: 402 BLUE BIRD BOULEVARD CITY: FORT VALLEY STATE: GA ZIP: 31030 BUSINESS PHONE: 478-822-2130 MAIL ADDRESS: STREET 1: 402 BLUE BIRD BOULEVARD CITY: FORT VALLEY STATE: GA ZIP: 31030 FORMER COMPANY: FORMER CONFORMED NAME: Hennessy Capital Acquisition Corp. DATE OF NAME CHANGE: 20131017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Coliseum School Bus Holdings, LLC CENTRAL INDEX KEY: 0001635060 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36267 FILM NUMBER: 15654812 BUSINESS ADDRESS: STREET 1: METRO CENTER, 1 STATION PLACE STREET 2: 7TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 646-461-4142 MAIL ADDRESS: STREET 1: METRO CENTER, 1 STATION PLACE STREET 2: 7TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Coliseum Capital Partners II, L.P. CENTRAL INDEX KEY: 0001567187 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36267 FILM NUMBER: 15654814 BUSINESS ADDRESS: STREET 1: METRO CENTER STREET 2: 1 STATION PLACE, 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902-6800 BUSINESS PHONE: 203-883-0100 MAIL ADDRESS: STREET 1: METRO CENTER STREET 2: 1 STATION PLACE, 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902-6800 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COLISEUM CAPITAL PARTNERS L P CENTRAL INDEX KEY: 0001356974 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36267 FILM NUMBER: 15654815 BUSINESS ADDRESS: STREET 1: METRO CENTER, 1 STATION PLACE STREET 2: 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 203-883-0100 MAIL ADDRESS: STREET 1: METRO CENTER, 1 STATION PLACE STREET 2: 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Coliseum Capital, LLC CENTRAL INDEX KEY: 0001409585 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36267 FILM NUMBER: 15654816 BUSINESS ADDRESS: STREET 1: 825 THIRD AVENUE STREET 2: 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-488-5555 MAIL ADDRESS: STREET 1: 825 THIRD AVENUE STREET 2: 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Coliseum Capital Management, LLC CENTRAL INDEX KEY: 0001409751 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36267 FILM NUMBER: 15654818 BUSINESS ADDRESS: STREET 1: METRO CENTER STREET 2: 1 STATION PLACE, 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 203-883-0100 MAIL ADDRESS: STREET 1: METRO CENTER STREET 2: 1 STATION PLACE, 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gray Adam CENTRAL INDEX KEY: 0001454123 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36267 FILM NUMBER: 15654813 MAIL ADDRESS: STREET 1: 767 THIRD AVENUE STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Shackelton Christopher S CENTRAL INDEX KEY: 0001430708 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36267 FILM NUMBER: 15654817 MAIL ADDRESS: STREET 1: 767 THIRD AVENUE STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-02-24 0 0001589526 Blue Bird Corp BLBD 0001409751 Coliseum Capital Management, LLC METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 1 0 1 0 0001430708 Shackelton Christopher S METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 1 0 1 0 0001409585 Coliseum Capital, LLC METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 1 0 1 0 0001356974 COLISEUM CAPITAL PARTNERS L P METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 1 0 1 0 0001567187 Coliseum Capital Partners II, L.P. METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 1 0 1 0 0001454123 Gray Adam METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 1 0 1 0 0001635060 Coliseum School Bus Holdings, LLC METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 1 0 1 0 Common Stock 2015-02-24 4 P 0 2500000 10.00 A 2500000 I See Footnote Series A Convertible Preferred Stock 11.59 2015-02-24 4 P 0 100000 100.00 A Common Stock 862811 100000 I See Footnote See Joint Filer Information on Exhibit 99.1 for information with respect to the nature of Coliseum Capital Management, LLC's indirect ownership and details regarding the transactions reported herein and the nature of the beneficial ownership of the reporting persons. The Series A convertible preferred stock is convertible into common stock at any time and has no expiration date. Adam Gray is a director of the Issuer. As a result, the following persons may be deemed directors by deputization of the Issuer solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended: Coliseum Capital Management, LLC; Coliseum Capital, LLC; Coliseum Capital Partners, L.P.; Coliseum Capital Partners II, L.P.; Coliseum School Bus Holdings, LLC and Christopher Shackelton Coliseum Capital Management, LLC, By: /s/ Christopher Shackelton, Manager 2015-02-26 /s/ Christopher Shackelton 2015-02-26 Coliseum Capital, LLC, By: /s/ Christopher Shackelton, Manager 2015-02-26 Coliseum Capital Partners, L.P., By: Coliseum Capital, LLC, its General Partner, By: /s/ Christopher Shackelton, Manager 2015-02-26 Coliseum Capital Partners II, L.P., By: Coliseum Capital, LLC, its General Partner, By: /s/ Christopher Shackelton, Manager 2015-02-26 /s/ Adam Gray 2015-02-26 Coliseum School Bus Holdings, LLC, By: Coliseum Capital Management, LLC, its Manager, By: /s/ Christopher Shackelton, Manager 2015-02-26 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

                                                                    Exhibit 99.1

                         Form 4 Joint Filer Information

Names of the Reporting
Persons:               o  Coliseum Capital Management, LLC, a Delaware limited
                          liability company ("CCM");

                       o  Coliseum Capital Partners, L.P., a Delaware limited
                          partnership ("CCP");

                       o  Coliseum Capital Partners II, L.P., a Delaware limited
                          partnership ("CCP2" and, together with CCP,
                          the "Funds");

                       o  Coliseum School Bus Holdings, LLC, a Delaware limited
                          liability company ("CSB");

                       o  Coliseum Capital, LLC, a Delaware limited liability
                          company ("CC");

                       o  Christopher Shackelton ("Shackelton"); and

                       o  Adam Gray ("Gray"), a member of the board of directors
                          of Blue Bird Corporation (the "Issuer").
Non-Derivative
Securities Acquired:      The Reporting Persons and a separate investment
                          advisory account managed by CCM (the "Separate
                          Account") acquired shares of the Issuer's common
                          stock, $0.0001 par value ("Common Shares") as follows:

                          Transaction  Amount        Price  Amount of Securities
                          Date         of                   Beneficially Owned
                                       Securities           Following Reported
                                       Acquired             Transactions
                          ------------------------------------------------------
                          02/24/2015   2,500,000 (1) $10    2,500,000 (1)

                          ------------------------------------------------------
Derivative Securities     The Reporting Persons and the Separate Account
Acquired:                 acquired the shares of the Issuer's 7.625% Series A
                          Convertible Cumulative Preferred Stock (the "Series A
                          Shares") as follows:

                          Transaction Conversion  Number of  Price  Amount of
                          Date        or Exercise Derivative        Derivative
                                      Price of    Securities        Securities
                                      Derivative  Acquired          Beneficially
                                                                    Owned
                                                                    Following
                                                                    Reported
                                                                    Transactions
                          ------------------------------------------------------
                          02/24/2015  $11.59      100,000 (2)$100   100,000 (2)

                          ------------------------------------------------------


-----------------------

(1)  Consists of Common Shares that were acquired directly by the Reporting
     Persons and the Separate Account as follows:

      Entity                                    Number of Shares
      ------                                    ----------------
      CCP                                              1,689,000
      CCP2                                               310,000
      Separate Account                                   501,000

      Shackelton and Gray are managers of and have an ownership interest in each
      of CCM (the investment advisor to the Separate Account) and CC (the
      general partner of each of the Funds) and may be deemed to have an
      indirect pecuniary interest in the shares held by the Funds and the
      Separate Account due to CCM's right to receive performance-related fees
      from the Separate Account and CC's right to receive performance-related
      fees from the Funds. Each of the Reporting Persons disclaims beneficial
      ownership of these securities except to the extent of that person's
      pecuniary interest therein.

(2)   Consists of Series A Shares held directly by CSB. Certain of the
      Reporting Persons and the Separate Account, through their ownership
      interest in CSB, have an indirect beneficial ownership in the Series A
      Shares as follows:

      Entity                                    Number of Shares
      ------                                    ----------------
      CCP                                                 67,500
      CCP2                                                12,400
      Separate Account                                    20,100

      Shackelton and Gray are managers of and have an ownership interest in each
      of CCM (the investment advisor to the Separate Account and manager of CSB)
      and CC (the general partner of each of the Funds) and may be deemed to
      have an indirect pecuniary interest in the Series A Shares owned by the
      Funds and the Separate Account due to CCM's right to receive
      performance-related fees from the Separate Account and CC's right to
      receive performance-related fees from the Funds. Each of the Reporting
      Persons disclaims beneficial ownership of these securities except to the
      extent of that person's pecuniary interest therein.