0001209191-11-018748.txt : 20110317
0001209191-11-018748.hdr.sgml : 20110317
20110317191638
ACCESSION NUMBER: 0001209191-11-018748
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110316
FILED AS OF DATE: 20110317
DATE AS OF CHANGE: 20110317
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LASRY MARC
CENTRAL INDEX KEY: 0001259927
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34791
FILM NUMBER: 11696360
MAIL ADDRESS:
STREET 1: C/O AVENUE CAPITAL
STREET 2: 399 PARK AVENUE, 6TH FL.
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MAGNACHIP SEMICONDUCTOR Corp
CENTRAL INDEX KEY: 0001325702
STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674]
IRS NUMBER: 830406195
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: C/O MAGNACHIP SEMICONDUCTOR S.A.
STREET 2: 74, RUE DE MERL
CITY: LUXEMBOURG
STATE: N4
ZIP: L-2146
BUSINESS PHONE: (352) 45-62-62
MAIL ADDRESS:
STREET 1: C/O MAGNACHIP SEMICONDUCTOR S.A.
STREET 2: 74, RUE DE MERL
CITY: LUXEMBOURG
STATE: N4
ZIP: L-2146
FORMER COMPANY:
FORMER CONFORMED NAME: MAGNACHIP SEMICONDUCTOR LLC
DATE OF NAME CHANGE: 20110304
FORMER COMPANY:
FORMER CONFORMED NAME: MAGNACHIP SEMICONDUCTOR Corp
DATE OF NAME CHANGE: 20110303
FORMER COMPANY:
FORMER CONFORMED NAME: MAGNACHIP SEMICONDUCTOR LLC
DATE OF NAME CHANGE: 20100701
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Avenue Investments, L.P.
CENTRAL INDEX KEY: 0001003215
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34791
FILM NUMBER: 11696366
BUSINESS ADDRESS:
STREET 1: 399 PARK AVENUE
STREET 2: 6TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-878-3520
MAIL ADDRESS:
STREET 1: 399 PARK AVENUE
STREET 2: 6TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER NAME:
FORMER CONFORMED NAME: AVENUE INVESTMENTS LP
DATE OF NAME CHANGE: 19951108
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: AVENUE INTERNATIONAL, LTD.
CENTRAL INDEX KEY: 0001180908
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34791
FILM NUMBER: 11696363
BUSINESS ADDRESS:
STREET 1: 535 MADISON AVENUE
STREET 2: 15TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 2128783523
MAIL ADDRESS:
STREET 1: 535 MADISON AVENUE
STREET 2: 15TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER NAME:
FORMER CONFORMED NAME: AVENUE INTERNATIONAL LTD
DATE OF NAME CHANGE: 20020816
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Avenue CDP Global Opportunities Fund LP
CENTRAL INDEX KEY: 0001382345
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34791
FILM NUMBER: 11696365
BUSINESS ADDRESS:
STREET 1: 399 PARK AVENUE
STREET 2: 16TH FLOOR
CITY: New York
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212.878.3520
MAIL ADDRESS:
STREET 1: 399 PARK AVENUE
STREET 2: 16TH FLOOR
CITY: New York
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Avenue International Master, L.P.
CENTRAL INDEX KEY: 0001450166
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34791
FILM NUMBER: 11696364
BUSINESS ADDRESS:
STREET 1: 535 MADISON AVENUE, 15TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 878-3520
MAIL ADDRESS:
STREET 1: 535 MADISON AVENUE, 15TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Avenue Partners, LLC
CENTRAL INDEX KEY: 0001495476
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34791
FILM NUMBER: 11696361
BUSINESS ADDRESS:
STREET 1: C/O AVENUE CAPITAL MANAGEMENT II, L.P.
STREET 2: 535 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212.850.7500
MAIL ADDRESS:
STREET 1: C/O AVENUE CAPITAL MANAGEMENT II, L.P.
STREET 2: 535 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Avenue International Master GenPar, Ltd.
CENTRAL INDEX KEY: 0001495478
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34791
FILM NUMBER: 11696362
BUSINESS ADDRESS:
STREET 1: C/O AVENUE CAPITAL MANAGEMENT II, L.P.
STREET 2: 399 PARK AVENUE, 6TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-878-3520
MAIL ADDRESS:
STREET 1: C/O AVENUE CAPITAL MANAGEMENT II, L.P.
STREET 2: 399 PARK AVENUE, 6TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
4
1
c14347_4x0.xml
MAIN DOCUMENT DESCRIPTION
X0303
4
2011-03-16
0001325702
MAGNACHIP SEMICONDUCTOR Corp
MX
0001003215
Avenue Investments, L.P.
C/O AVENUE CAPITAL MANAGEMENT II, L.P.
399 PARK AVENUE, 6TH FLOOR
NEW YORK
NY
10022
1
0
1
0
0001382345
Avenue CDP Global Opportunities Fund LP
C/O AVENUE CAPITAL MANAGEMENT II, L.P.
399 PARK AVENUE, 6TH FLOOR
NEW YORK
NY
10022
1
0
0
0
0001450166
Avenue International Master, L.P.
C/O AVENUE CAPITAL MANAGEMENT II, L.P.
399 PARK AVENUE, 6TH FLOOR
NEW YORK
NY
10022
1
0
1
0
0001180908
AVENUE INTERNATIONAL, LTD.
C/O AVENUE CAPITAL MANAGEMENT II, L.P.
399 PARK AVENUE, 6TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001495478
Avenue International Master GenPar, Ltd.
C/O AVENUE CAPITAL MANAGEMENT II, L.P.
399 PARK AVENUE, 6TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001495476
Avenue Partners, LLC
C/O AVENUE CAPITAL MANAGEMENT II, L.P.
399 PARK AVENUE, 6TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001259927
LASRY MARC
C/O AVENUE CAPITAL MANAGEMENT II, L.P.
399 PARK AVENUE, 6TH FLOOR
NEW YORK
NY
10022
0
0
1
0
Common Stock, $0.01 par value
2011-03-10
4
A
0
1458684
A
1458684
D
Common Stock, $0.01 par value
2011-03-10
4
A
0
1482770
A
1482770
D
Common Stock, $0.01 par value
2011-03-10
4
A
0
4375589
A
4375589
D
Common Stock, $0.01 par value
2011-03-16
4
S
0
357810
13.02
D
1100874
D
Common Stock, $0.01 par value
2011-03-16
4
S
0
363718
13.02
D
1119052
D
Common Stock, $0.01 par value
2011-03-16
4
S
0
1073316
13.02
D
3302273
D
Warrants
15.76
2011-03-10
4
A
0
23573
A
2011-03-10
2014-11-09
Common Stock, $0.01 par value
23573
23573
D
Warrants
15.76
2011-03-10
4
A
0
30315
A
2011-03-10
2014-11-09
Common Stock, $0.01 par value
30315
30315
D
Warrants
15.76
2011-03-10
4
A
0
70448
A
2011-03-10
2014-11-09
Common Stock, $0.01 par value
70448
70448
D
The persons reporting on this Form 4 (the "Reporting Persons") originally acquired common units and warrants exercisable to purchase common units in connection with the reorganization of MagnaChip Semiconductor LLC, which converted into MagnaChip Semiconductor Corporation (the "Issuer"). The conversion, which is exempt under Rule 16b-7, resulted in the Reporting Persons receiving shares of Common Stock, par value $0.01 (the "Common Stock"), and the warrants exercisable to purchase shares of Common Stock. The acquisition was approved in advance in accordance with Rule 16b-3.
The filing of this Form 4 shall not be construed as an admission that Avenue Global Opportunities GenPar, LLC ("Global GenPar"), Avenue International, Ltd. ("International"), Avenue International Master GenPar, Ltd. ("International GenPar"), Avenue Partners, LLC ("Avenue Partners"), Avenue Capital Management II, L.P. ("Avenue Capital Management"), Avenue Capital Management II GenPar, LLC ("Capital Management GenPar") or Marc Lasry (the "Controlling Persons") is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the Common Stock, $0.01 par value, of MagnaChip Semiconductor Corporation directly held by Avenue Investments, L.P. ("Avenue Investments"), Avenue-CDP Global Opportunities Fund, L.P. ("Avenue-CDP") and Avenue International Master, L.P. ("International Master"). Pursuant to Rule 16a-1, the Controlling Persons disclaim beneficial ownership except to the extent of their pecuniary interest therein.
Avenue Investments received directly 1,458,684 shares of Common Stock of the Issuer as a result of the conversion. Avenue Partners serves as the general partner of Avenue Investments. Avenue Partners holds indirectly the 1,458,684 shares of Common Stock of the Issuer held directly by Avenue Investments. Avenue Partners has a direct performance-based allocation from Avenue Investments. Mr. Lasry owns an interest in Avenue Partners and receives a portion of the profits allocation related to Avenue Investments.
Avenue-CDP received directly 1,482,770 shares of Common Stock of the Issuer as a result of the conversion. Global GenPar serves as the general partner of Avenue-CDP. Global GenPar holds indirectly the 1,482,770 shares of Common Stock of the Issuer held directly by Avenue-CDP. Global GenPar has a direct performance-based allocation from Avenue-CDP. Mr. Lasry owns an interest in Global GenPar and receives a portion of the profits allocation related to Avenue-CDP.
International Master received directly 4,375,589 shares of Common Stock of the Issuer as a result of the conversion. International is the sole limited partner of International Master, International GenPar serves as the general partner of International Master and Avenue Partners is the sole shareholder of International GenPar. Each of International, International GenPar and Avenue Partners holds indirectly the 4,375,589 shares of Common Stock of the Issuer held directly by International Master. International GenPar has a direct performance-based allocation from International Master, and Avenue Partners, as the sole shareholder of International GenPar, has an indirect interest in such allocation. Mr. Lasry owns an interest in International GenPar and Avenue Partners and receives a portion of the profits allocation related to International Master.
Avenue Investments holds directly 1,100,874 shares of Common Stock of the Issuer. Avenue Partners serves as the general partner of Avenue Investments. Avenue Partners holds indirectly the 1,100,874 shares of Common Stock of the Issuer held directly by Avenue Investments. Avenue Partners has a direct performance-based allocation from Avenue Investments. Mr. Lasry owns an interest in Avenue Partners and receives a portion of the profits allocation related to Avenue Investments.
Avenue-CDP holds directly 1,119,052 shares of Common Stock of the Issuer. Global GenPar serves as the general partner of Avenue-CDP. Global GenPar holds indirectly the 1,119,052 shares of Common Stock of the Issuer held directly by Avenue-CDP. Global GenPar has a direct performance-based allocation from Avenue-CDP. Mr. Lasry owns an interest in Global GenPar and receives a portion of the profits allocation related to Avenue-CDP.
International Master holds directly 3,302,273 shares of Common Stock of the Issuer. International is the sole limited partner of International Master, International GenPar serves as the general partner of International Master and Avenue Partners is the sole shareholder of International GenPar. Each of International, International GenPar and Avenue Partners holds indirectly the 3,302,273 shares of Common Stock of the Issuer held directly by International Master. International GenPar has a direct performance-based allocation from International Master, and Avenue Partners, as the sole shareholder of International GenPar, has an indirect interest in such allocation. Mr. Lasry owns an interest in International GenPar and Avenue Partners and receives a portion of the profits allocation related to International Master.
Avenue Investments received directly 23,573 warrants exercisable to purchase shares of Common Stock of the Issuer as a result of the conversion. Avenue Partners serves as the general partner of Avenue Investments. Avenue Partners holds indirectly the 23,573 warrants exercisable to purchase shares of Common Stock of the Issuer held directly by Avenue Investments. Avenue Partners has a direct performance-based allocation from Avenue Investments. Mr. Lasry owns an interest in Avenue Partners and receives a portion of the profits allocation related to Avenue Investments.
Avenue-CDP received directly 30,315 warrants exercisable to purchase shares of Common Stock of the Issuer as a result of the conversion. Global GenPar serves as the general partner of Avenue-CDP. Global GenPar holds indirectly the 30,315 warrants exercisable to purchase shares of Common Stock of the Issuer held directly by Avenue-CDP. Global GenPar has a direct performance-based allocation from Avenue-CDP. Mr. Lasry owns an interest in Global GenPar and receives a portion of the profits allocation related to Avenue-CDP.
International Master received directly 70,448 warrants exercisable to purchase shares of Common Stock of the Issuer as a result of the conversion. International is the sole limited partner of International Master, International GenPar serves as the general partner of International Master and Avenue Partners is the sole shareholder of International GenPar. Each of International, International GenPar and Avenue Partners holds indirectly the 70,448 warrants exercisable to purchase shares of Common Stock of the Issuer held directly by International Master. International GenPar has a direct performance-based allocation from International Master, and Avenue Partners, as the sole shareholder of International GenPar, has an indirect interest in such allocation. Mr. Lasry owns an interest in International GenPar and Avenue Partners and receives a portion of the profits allocation related to International Master.
This Form 4 is being filed by the Reporting Persons jointly with an additional Form 4 dated as of the same date with respect to the
Common Stock and warrants of the Issuer filed by Avenue Special Situations Fund IV, L.P., Avenue Capital Partners IV, LLC, GL Partners
IV, LLC, Avenue Special Situations Fund V, L.P., Avenue Capital Partners V, LLC, GL Partners V, LLC, Avenue Capital Manangement II,
L.P., Avenue Capital Management II GenPar, LLC and Marc Lasry due to the limitations on the number of Reporting Persons able to file
a single Form 4.
Avenue Investments, L.P. By: Avenue Partners, LLC, its General Partner, By: /s/ Eric Ross, attorney-in-fact for Marc Lasry, Managing Member
2011-03-17
Avenue-CDP Global Opportunities Fund, L.P. By: Avenue Global Opportunities Fund GenPar, LLC, its General Partner, By: /s/ Eric Ross, attorney-in-fact for Marc Lasry, Managing Member
2011-03-17
Avenue International Master, L.P. By: Avenue International Master GenPar, Ltd., its General Partner, By: /s/ Eric Ross, attorney-in-fact for Marc Lasry, Director
2011-03-17
Avenue International, Ltd. By: /s/ Eric Ross, attorney-in-fact for Marc Lasry, Director
2011-03-17
Avenue International Master GenPar, Ltd. By: /s/ Eric Ross, attorney-in-fact for Marc Lasry, Director
2011-03-17
Avenue Partners, LLC By: /s/ Eric Ross, attorney-in-fact for Marc Lasry, Managing Member
2011-03-17
/s/ Eric Ross, attorney-in-fact for Marc Lasry
2011-03-17