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MAGNACHIP SEMICONDUCTOR Corp — Major Shareholding Notification 2014
Feb 28, 2014
34102_mrq_2014-02-28_3ce7c39d-5669-4c20-b47a-1396508223dd.zip
Major Shareholding Notification
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SC 13G/A 1 d687904dsc13ga.htm SC 13G/A SC 13G/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G/A
(Amendment No. 2)
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
MagnaChip Semiconductor Corporation
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
55933J203
(CUSIP Number)
December 31, 2013
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
Page 1 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue Investments, L.P. | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 745,837 | | | 8 | SHARED VOTING POWER 0 | | | 9 | SOLE DISPOSITIVE POWER 745,837 | | | 10 | SHARED DISPOSITIVE POWER 0 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 745,837 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.1% | | | 14 | TYPE OF REPORTING PERSON* PN | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 2 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue International Master, L.P. | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 2,237,100 | | | 8 | SHARED VOTING POWER 0 | | | 9 | SOLE DISPOSITIVE POWER 2,237,100 | | | 10 | SHARED DISPOSITIVE POWER 0 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,237,100 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.4% | | | 14 | TYPE OF REPORTING PERSON* PN | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 3 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue International, Ltd. | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | | | 8 | SHARED VOTING POWER 2,237,100 | | | 9 | SOLE DISPOSITIVE POWER 0 | | | 10 | SHARED DISPOSITIVE POWER 2,237,100 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,237,100 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.4% | | | 14 | TYPE OF REPORTING PERSON* CO | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 4 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue International Master GenPar, Ltd. | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | | | 8 | SHARED VOTING POWER 2,237,100 | | | 9 | SOLE DISPOSITIVE POWER 0 | | | 10 | SHARED DISPOSITIVE POWER 2,237,100 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,237,100 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.4% | | | 14 | TYPE OF REPORTING PERSON* CO | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 5 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue Partners, LLC | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION New York | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | | | 8 | SHARED VOTING POWER 2,982,937 | | | 9 | SOLE DISPOSITIVE POWER 0 | | | 10 | SHARED DISPOSITIVE POWER 2,982,937 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,982,937 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.3% | | | 14 | TYPE OF REPORTING PERSON* OO | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 6 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue-CDP Global Opportunities Fund, L.P. | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 115,239 | | | 8 | SHARED VOTING POWER 0 | | | 9 | SOLE DISPOSITIVE POWER 115,239 | | | 10 | SHARED DISPOSITIVE POWER 0 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 115,239 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.3% | | | 14 | TYPE OF REPORTING PERSON* PN | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 7 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue Global Opportunities Fund GenPar, LLC | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | | | 8 | SHARED VOTING POWER 115,239 | | | 9 | SOLE DISPOSITIVE POWER 0 | | | 10 | SHARED DISPOSITIVE POWER 115,239 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 115,239 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.3% | | | 14 | TYPE OF REPORTING PERSON* OO | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 8 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue Special Situations Fund IV, L.P. | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 654,933 | | | 8 | SHARED VOTING POWER 0 | | | 9 | SOLE DISPOSITIVE POWER 654,933 | | | 10 | SHARED DISPOSITIVE POWER 0 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 654,933 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.9% | | | 14 | TYPE OF REPORTING PERSON* PN | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 9 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue Capital Partners IV, LLC | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | | | 8 | SHARED VOTING POWER 654,933 | | | 9 | SOLE DISPOSITIVE POWER 0 | | | 10 | SHARED DISPOSITIVE POWER 654,933 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 654,933 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.9% | | | 14 | TYPE OF REPORTING PERSON* OO | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 10 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) GL Partners IV, LLC | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | | | 8 | SHARED VOTING POWER 654,933 | | | 9 | SOLE DISPOSITIVE POWER 0 | | | 10 | SHARED DISPOSITIVE POWER 654,933 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 654,933 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.9% | | | 14 | TYPE OF REPORTING PERSON* OO | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 11 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue Special Situations Fund V, L.P. | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 891,830 | | | 8 | SHARED VOTING POWER 0 | | | 9 | SOLE DISPOSITIVE POWER 891,830 | | | 10 | SHARED DISPOSITIVE POWER 0 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 891,830 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.5% | | | 14 | TYPE OF REPORTING PERSON* PN | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 12 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue Capital Partners V, LLC | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | | | 8 | SHARED VOTING POWER 891,830 | | | 9 | SOLE DISPOSITIVE POWER 0 | | | 10 | SHARED DISPOSITIVE POWER 891,830 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 891,830 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.5% | | | 14 | TYPE OF REPORTING PERSON* OO | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 13 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) GL Partners V, LLC | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | | | 8 | SHARED VOTING POWER 891,830 | | | 9 | SOLE DISPOSITIVE POWER 0 | | | 10 | SHARED DISPOSITIVE POWER 891,830 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 891,830 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.5% | | | 14 | TYPE OF REPORTING PERSON* OO | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 14 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue Capital Management II, L.P. | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | | | 8 | SHARED VOTING POWER 4,644,939 | | | 9 | SOLE DISPOSITIVE POWER 0 | | | 10 | SHARED DISPOSITIVE POWER 4,644,939 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,644,939 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.1% | | | 14 | TYPE OF REPORTING PERSON* IA | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 15 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Avenue Capital Management II GenPar, LLC | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | | | 8 | SHARED VOTING POWER 4,644,939 | | | 9 | SOLE DISPOSITIVE POWER 0 | | | 10 | SHARED DISPOSITIVE POWER 4,644,939 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,644,939 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.1% | | | 14 | TYPE OF REPORTING PERSON* OO | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 16 of 23
CUSIP No. 55933J203 13G/A
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Marc Lasry | | | --- | --- | --- | | 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ | | | 3 | SEC USE ONLY | | | 4 | SOURCE OF FUNDS* SC; OO | | | 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨ | | | 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America | | | NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 | | | 8 | SHARED VOTING POWER 4,644,939 | | | 9 | SOLE DISPOSITIVE POWER 0 | | | 10 | SHARED DISPOSITIVE POWER 4,644,939 | | 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,644,939 | | | 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ¨ | | | 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.1% | | | 14 | TYPE OF REPORTING PERSON* IN | |
- SEE INSTRUCTIONS BEFORE FILLING OUT
Page 17 of 23
SCHEDULE 13G/A
This Amendment No. 2 (this Amendment) to the Schedule 13G filed on February 9, 2012 (the Schedule 13G), as amended by Amendment No. 1, filed on February 1, 2013, is being filed on behalf of Avenue Investments, L.P. (Avenue Investments), Avenue International Master, L.P. (Avenue International Master), Avenue International, Ltd. (Avenue International), Avenue International Master GenPar, Ltd. (Avenue International GenPar), Avenue Partners, LLC (Avenue Partners), Avenue-CDP Global Opportunities Fund, L.P. (Avenue-CDP), Avenue Global Opportunities Fund GenPar, LLC (Avenue Global GenPar), Avenue Special Situations Fund IV, L.P. (Avenue Fund IV), Avenue Capital Partners IV, LLC (Avenue Capital IV), GL Partners IV, LLC (GL IV), Avenue Special Situations Fund V, L.P. (Avenue Fund V), Avenue Capital Partners V, LLC (Avenue Capital V), GL Partners V, LLC (GL V), Avenue Capital Management II, L.P. (Avenue Capital Management), Avenue Capital Management II GenPar, LLC (Avenue Capital Management GenPar) and Marc Lasry relating to shares of Common Stock, par value $0.01 per share (the Common Stock), of MagnaChip Semiconductor Corporation, a Delaware corporation (the Issuer).
Item 4 is amended and restated in its entirety to read as follows.
Item 4 Ownership.
(a)-(b) As of December 31, 2013, the following is the beneficial ownership and percentage of the Issuers Common Stock outstanding for each of the Reporting Persons:
| Name of Reporting Person — Avenue Investments | 722,264 | 23,573 | 745,837 | 2.1 % |
|---|---|---|---|---|
| Avenue International Master | 2,166,652 | 70,448 | 2,237,100 | 6.4 % |
| Avenue International | 2,166,652 | 70,448 | 2,237,100 | 6.4 % |
| Avenue International GenPar | 2,166,652 | 70,448 | 2,237,100 | 6.4 % |
| Avenue Partners | 2,888,916 | 94,021 | 2,982,937 | 8.3 % |
| Avenue-CDP | 84,924 | 30,315 | 115,239 | 0.3 % |
| Avenue Global GenPar | 84,924 | 30,315 | 115,239 | 0.3 % |
| Avenue Fund IV | 496,023 | 158,910 | 654,933 | 1.9 % |
| Avenue Capital IV | 496,023 | 158,910 | 654,933 | 1.9 % |
| GL IV | 496,023 | 158,910 | 654,933 | 1.9 % |
| Avenue Fund V | 619,115 | 272,715 | 891,830 | 2.5 % |
| Avenue Capital V | 619,115 | 272,715 | 891,830 | 2.5 % |
| GL V | 619,115 | 272,715 | 891,830 | 2.5 % |
| Avenue Capital Management | 4,088,978 | 555,961 | 4,644,939 | 13.1 % |
| Avenue Capital Management GenPar | 4,088,978 | 555,961 | 4,644,939 | 13.1 % |
| Marc Lasry | 4,088,978 | 555,961 | 4,644,939 | 13.1 % |
Page 18 of 23
The approximate percentage of Common Stock reported as beneficially owned by each of the Reporting Persons is based upon the sum of (i) 34,945,377 shares of Common Stock outstanding as of September 30, 2013, as reported by the Issuer in its Form 10-Q filed by the Issuer with the Securities Exchange Commission on November 8, 2013, and (ii) the number of shares of Common Stock held by the applicable Reporting Person upon the exercise or presently exercisable warrants.
(c) The Funds have the sole power to vote and dispose of the shares of Common Stock held by them reported in this Amendment. Avenue International, Avenue International GenPar, Avenue Partners, Avenue Global GenPar, Avenue Capital IV, GL IV, Avenue Capital V, GL V, Avenue Capital Management, Avenue Capital Management GenPar and Marc Lasry have the shared power to vote and dispose of the shares of Common Stock held by the Funds reported in this Amendment.
Page 19 of 23
SIGNATURE
After reasonable inquiry and to the best of their knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: February 28, 2014
| AVENUE INVESTMENTS, L.P. | |
|---|---|
| By: | Avenue Partners, LLC, |
| its General Partner | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Managing Member | |
| AVENUE INTERNATIONAL MASTER, L.P. | |
| By: | Avenue International Master |
| GenPar, Ltd. | |
| its General Partner | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Director | |
| AVENUE INTERNATIONAL, LTD. | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Director | |
| AVENUE INTERNATIONAL MASTER GENPAR, LTD. | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Director | |
| AVENUE PARTNERS, LLC | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, | |
| Managing Member |
Page 20 of 23
| AVENUE - CDP GLOBAL OPPORTUNITIES FUND, L.P. | |
|---|---|
| By: | Avenue Global Opportunities Fund |
| GenPar, LLC | |
| its General Partner | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Managing Member | |
| AVENUE GLOBAL OPPORTUNITIES FUND GENPAR, LLC | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Managing Member | |
| AVENUE SPECIAL SITUATIONS FUND IV, L.P. | |
| By: | Avenue Capital Partners IV, LLC, |
| its General Partner | |
| By: | GL Partners IV, LLC, |
| its Managing Member | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Managing Member | |
| AVENUE CAPITAL PARTNERS IV, LLC | |
| By: | GL Partners IV, LLC, |
| its Managing Member | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Managing Member |
Page 21 of 23
| GL PARTNERS IV, LLC | |
|---|---|
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Managing Member | |
| AVENUE SPECIAL SITUATIONS FUND V, L.P. | |
| By: | Avenue Capital Partners V, LLC, |
| its General Partner | |
| By: | GL Partners V, LLC, |
| its Managing Member | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Managing Member | |
| AVENUE CAPITAL PARTNERS V, LLC | |
| By: | GL Partners V, LLC, |
| its Managing Member | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Managing Member | |
| GL PARTNERS V, LLC | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Managing Member |
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| AVENUE CAPITAL MANAGEMENT II, L.P. | |
|---|---|
| By: | Avenue Capital Management II |
| GenPar, LLC, | |
| its General Partner | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Managing Member | |
| AVENUE CAPITAL MANAGEMENT II GENPAR, LLC | |
| By: | /s/ Eric Ross |
| Name: Eric Ross | |
| Title: Attorney-in-Fact for Marc Lasry, Managing Member | |
| MARC LASRY | |
| /s/ Eric Ross, Attorney-in-Fact for Marc Lasry |
Page 23 of 23