SEC Form 4 · accession 0001567619-18-007525
Champion Homes, Inc. · SKY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Dec 5, 2018
Accepted (ET)
Dec 7, 2018 · 6:10 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000090896
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F6,F7 | Dec 5, 2018 | S | 245,877 | $21.80 | D | 4,227,270 | I | See Footnotes |
| Common StockF1,F3,F6,F7 | Dec 5, 2018 | S | 8,319 | $21.80 | D | 143,032 | I | See Footnotes |
| Common StockF1,F4,F6,F7 | Dec 5, 2018 | S | 6,048 | $21.80 | D | 103,977 | I | See Footnotes |
| Common StockF1,F5,F6,F7 | Dec 5, 2018 | S | 2,256 | $21.80 | D | 38,792 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This amount represents the $21.80 sale price per share of Common Stock of Skyline Champion Corporation ("Common Stock") received by the Reporting Persons in connection with the underwriter's exercise of its over-allotment option granted in connection with an underwritten secondary block trade which closed on December 5, 2018.
- F2These shares are held by Centerbridge Capital Partners, L.P. ("Capital Partners").
- F3These shares are held by Centerbridge Capital Partners Strategic, L.P. ("Capital Partners Strategic").
- F4These shares are held by CCP Champion Investors, LLC ("CCP Champion").
- F5These shares are held by Centerbridge Capital Partners SBS, L.P. ("Capital Partners SBS," and, collectively with Capital Partners, Capital Partners Strategic and CCP Champion, the "Centerbridge Funds").
- F6Centerbridge Associates, L.P. is the general partner of each of Capital Partners and Capital Partners Strategic, and the manager of CCP Champion. Centerbridge Cayman GP Ltd. is the general partner of Centerbridge Associates, L.P. CCP SBS GP, LLC is the general partner of Capital Partners SBS. Jeffrey H. Aronson and Mark T. Gallogly are the directors of Centerbridge Cayman GP Ltd. and managing members of CCP SBS GP, LLC. Each of such Centerbridge entities and Messrs. Aronson and Gallogly may be deemed to beneficially own the securities held by the Centerbridge Funds. Except for each of the Centerbridge Funds with respect to the securities held by such entity, each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein.
- F7Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of any or all of the reported securities for purposes of Section 16 or for any other purpose.
Remarks
Each of the Reporting Persons may be deemed to be a member of a "group" (within the meaning of Rule 13d-5 under the Exchange Act) whose members in the aggregate beneficially own more than 10% of the outstanding shares of the Issuer's Common Stock. However, the filing of this report shall not be deemed to be an admission that the Reporting Persons are members of any such group or that they are subject to Section 16 of the Exchange Act.