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Champion Homes, Inc. Director's Dealing 2018

Dec 4, 2018

31138_dirs_2018-12-04_b2f7a201-4628-4788-900a-9c504fe90c96.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Skyline Champion Corp (SKY)
CIK: 0000090896
Period of Report: 2018-11-30

Reporting Person: CENTERBRIDGE CAPITAL PARTNERS L P (See Remarks)
Reporting Person: CENTERBRIDGE CAPITAL PARTNERS STRATEGIC L P (10% Owner)
Reporting Person: Centerbridge Capital Partners SBS, L.P. (10% Owner)
Reporting Person: CCP Champion Investors, LLC (10% Owner)
Reporting Person: Centerbridge Associates, L.P. (10% Owner)
Reporting Person: Centerbridge Cayman GP Ltd. (10% Owner)
Reporting Person: CCP SBS GP, LLC (10% Owner)
Reporting Person: Gallogly Mark T (10% Owner)
Reporting Person: Aronson Jeffrey (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2018-11-30 Common Stock S 1635498 $21.80 Disposed 4547076 Indirect
2018-11-30 Common Stock S 56768 $21.80 Disposed 152422 Indirect
2018-11-30 Common Stock S 42047 $21.80 Disposed 110025 Indirect
2018-11-30 Common Stock S 15687 $21.80 Disposed 41048 Indirect
2018-11-30 Common Stock J 73929 Disposed 4473147 Indirect
2018-11-30 Common Stock J 1071 Disposed 151351 Indirect
2018-11-30 Common Stock G 66697 Disposed 0 Indirect

Footnotes

F1: This 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 a secondary block trade which closed on November 30, 2018.

F2: These shares are held by Centerbridge Capital Partners, L.P. ("Capital Partners").

F3: These shares are held by Centerbridge Capital Partners Strategic, L.P. ("Capital Partners Strategic").

F4: These shares are held by CCP Champion Investors, LLC ("CCP Champion").

F5: These 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").

F6: Centerbridge 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.

F7: Represents a distribution for no consideration by Capital Partners of shares of Common Stock to Centerbridge Associates, L.P., its general partner, which shares had previously been indirectly beneficially owned by Centerbridge Associates, L.P. through its direct interest in Capital Partners. Centerbridge Associates, L.P. held these shares as nominee for certain indirect beneficial owners, including Mr. Gallogly, pending the charitable donations described below.

F8: Represents a distribution for no consideration by Capital Partners Strategic of shares of Common Stock to Centerbridge Associates, L.P., its general partner, which shares had previously been indirectly beneficially owned by Centerbridge Associates, L.P. through its direct interest in Capital Partners Strategic. Centerbridge Associates, L.P. held these shares as nominee for certain indirect beneficial owners, including Mr. Gallogly, pending the charitable donations described below.

F9: Represents charitable donations by Mr. Gallogly of the shares of Common Stock held on his behalf in connection with the distributions described herein, which receipt was exempt from reporting pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These shares were held by Centerbridge Associates, L.P. as nominee for Mr. Gallogly pending such charitable donations.

F10: Pursuant to Rule 16a-1(a)(4) under 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.