PATRICK INDUSTRIES INC — Major Shareholding Notification 2008

Aug 1, 2008

SC 13D/A 1 a08-20607_1sc13da.htm SC 13D/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D

*Under the Securities Exchange Act of 1934 (Amendment No. 7)**

*Patrick Industries, Inc.*

(Name of Issuer)

*Common Stock*

(Title of Class of Securities)

*703343103*

(CUSIP Number)

*Jeffrey L. Gendell 55 Railroad Avenue, 1st Floor Greenwich, Connecticut 06830*

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

*July 21, 2008*

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. x

*Note* : Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

• The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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| CUSIP
No. 703343103 — 1. | Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only) Tontine Capital Partners, L.P. | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | x |
| | (b) | o |
| 3. | SEC
Use Only | |
| 4. | Source
of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of
Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 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 4,221,155 |
| | 9. | Sole
Dispositive Power -0- |
| | 10. | Shared Dispositive Power 4,221,155 |
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person: 4,221,155 | |
| 12. | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o | |
| 13. | Percent
of Class Represented by Amount in Row (11) 46.8% | |
| 14. | Type
of Reporting Person (See Instructions) PN | |

2

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| CUSIP
No. 703343103 — 1. | Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only) Tontine Capital Management, L.L.C. | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | x |
| | (b) | o |
| 3. | SEC
Use Only | |
| 4. | Source
of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of
Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 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 4,221,155 |
| | 9. | Sole
Dispositive Power -0- |
| | 10. | Shared Dispositive Power 4,221,155 |
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 4,221,155 | |
| 12. | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o | |
| 13. | Percent
of Class Represented by Amount in Row (11) 46.8% | |
| 14. | Type
of Reporting Person (See Instructions) OO | |

3

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| CUSIP
No. 703343103 — 1. | Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only) Tontine Capital Overseas Master Fund, L.P. | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | x |
| | (b) | o |
| 3. | SEC
Use Only | |
| 4. | Source
of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of
Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 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 953,808 |
| | 9. | Sole
Dispositive Power -0- |
| | 10. | Shared Dispositive Power 953,808 |
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 953,808 | |
| 12. | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o | |
| 13. | Percent
of Class Represented by Amount in Row (11) 10.6% | |
| 14. | Type
of Reporting Person (See Instructions) IA, PN | |

4

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| CUSIP
No. 703343103 — 1. | Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only) Tontine Capital Overseas GP, L.L.C. | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | x |
| | (b) | o |
| 3. | SEC
Use Only | |
| 4. | Source
of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of
Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 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 953,808 |
| | 9. | Sole
Dispositive Power -0- |
| | 10. | Shared Dispositive Power 953,808 |
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 953,808 | |
| 12. | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o | |
| 13. | Percent
of Class Represented by Amount in Row (11) 10.6% | |
| 14. | Type
of Reporting Person (See Instructions) OO | |

5

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| CUSIP
No. 703343103 — 1. | Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only) Jeffrey L. Gendell | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | x |
| | (b) | o |
| 3. | SEC
Use Only | |
| 4. | Source
of Funds (See Instructions) OO | |
| 5. | Check if Disclosure of
Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of
Organization United States | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole
Voting Power -0- |
| | 8. | Shared
Voting Power 5,174,963 |
| | 9. | Sole
Dispositive Power -0- |
| | 10. | Shared Dispositive Power 5,174,963 |
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 5,174,963 | |
| 12. | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o | |
| 13. | Percent
of Class Represented by Amount in Row (11) 57.4% | |
| 14. | Type
of Reporting Person (See Instructions) IN | |

6

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| This Amendment
No. 7 to Schedule 13D is being filed by the Reporting Persons to amend the
Schedule 13D originally filed on September 19, 2005 (the “Original 13D”), as
amended on April 10, 2007, May 18, 2007, September 25, 2007, March 18, 2008,
April 16, 2008 and June 27, 2008 (the Original 13D, together with the
amendments, the “Schedule 13D”), relating to the common stock, no par value,
of Patrick Industries, Inc. | |
| --- | --- |
| Item 1. | Security and Issuer |
| | This Schedule 13D relates
to the common stock, no par value (the “Common Stock”), of Patrick
Industries, Inc. (the “Company”). The
Company’s principal executive offices are located at 107 West Franklin
Street, Elkhart, Indiana 46515. |
| Item 2. | Identity and Background |
| | (a) This statement is filed by: (i) Tontine Capital
Partners, L.P., a Delaware limited partnership (“TCP”), with respect to the
shares of Common Stock directly owned by it; (ii) Tontine Capital
Management, L.L.C., a Delaware limited liability company (“TCM”), with
respect to the shares of Common Stock directly owned by TCP; (iii) Tontine Capital
Overseas Master Fund, L.P., a Cayman Islands limited partnership (“TMF”),
with respect to shares of Common Stock directly owned by it; (iv) Tontine Capital Overseas GP, L.L.C., a
Delaware limited liability company (“TCO”), with respect to shares of Common
Stock directly owned by TMF; and (v) Jeffrey L. Gendell
with respect to the shares of Common Stock directly owned by each of TCP and
TMF. The
foregoing persons are hereinafter sometimes collectively referred to as the
“Reporting Persons.” Any disclosures
herein with respect to persons other than the Reporting Persons are made on
information and belief after making inquiry to the appropriate party. (b)
The address of the principal business and
principal office of each of TCP, TCM, TMF and TCO is 55 Railroad Avenue, 1 st Floor, Greenwich, Connecticut
06830. The business address of Mr.
Gendell is 55 Railroad Avenue, 1 st Floor, Greenwich, Connecticut 06830. (c)
The principal business of each of TMF
and TCP is serving as a private investment limited partnership. The principal business of TCO is serving as
the general partner of TMF. The
principal business of TCM is serving as the general partner of TCP. Mr. Gendell serves as the managing member
of TCM and TCO. (d)
None of the Reporting Persons has, during
the last five years, been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors). (e)
None of the Reporting Persons has, during
the last five years, been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and, as a result of such
proceeding, was, or is subject to, a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to,
Federal or State securities laws or finding any violation with respect to
such laws. (f) TCP
is a limited partnership organized under the laws of the State of
Delaware. Each of TCO and TCM is a
limited liability company organized under the laws of the State of
Delaware. TMF is a limited partnership
organized under the laws of the Cayman Islands. Mr. Gendell is a United States citizen. |
| Item 3. | Source and Amount of Funds or
Other Consideration |
| | Shares of Common Stock
owned by the Reporting Persons were purchased with working capital and on
margin. The Reporting Persons’ margin
transactions are with UBS Securities LLC, on such firm’s usual terms and
conditions. All or part of the shares
of Common Stock directly owned by the Reporting Persons may from time to time
be pledged with one or more banking institutions or brokerage firms as
collateral for loans made by such bank(s) or brokerage firm(s) to the
Reporting Persons. Such loans bear
interest at a rate based upon the broker’s call rate from time to time in
effect. Such indebtedness may be
refinanced with other banks or broker dealers. Mr. Gendell, TCO and TCM do not directly
own any shares of Common Stock. |

7

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Item 4.	Purpose of Transaction
	On July 21, 2008, Joseph
M. Cerulli (“Mr. Cerulli”), the Reporting Persons’ nominee, was appointed to
the Company’s Board of Directors . Mr. Cerulli
was appointed to fill a newly-created position on the Board and will serve
for a term expiring at the 2009 Annual Meeting of Shareholders or until a
successor is duly elected and qualified. It is expected that Mr. Cerulli
will be appointed to serve as a member of the Corporate Governance and
Nominations Committee and the Compensation Committee. Mr. Cerulli will
not be compensated for his services as a director or committee member. As described in greater detail
in Item 6, pursuant to a
Securities Purchase Agreement by and among TCP, TMF and the Company, dated
April 10, 2007 (the “Initial Securities Purchase Agreement”) , so long as the Reporting Persons hold
a certain percentage of Common Stock, they have the right to appoint up to
two nominees to the Company’s Board of Directors. As of the date hereof, the Reporting
Persons have not appointed a second nominee to the Company’s Board of
Directors. The Company also agreed to
limit, by the date of its 2008 Annual Meeting of Shareholders, the number of
directors serving on its Board to no more than nine, which obligation shall
continue for so long as the Reporting Persons have the right to appoint a
director to the Company’s Board of Directors. The rights of the Reporting Persons to
appoint directors and the obligations of the Company to limit the size of its
Board were affirmed in a Securities Purchase Agreement by and among the Company,
TCP and TMF dated March 10, 2008 (the “March 2008 Securities Purchase
Agreement”) . The Reporting Persons may
acquire additional securities of the Company or dispose of securities of the
Company at any time and from time to time in the open market or
otherwise. The Reporting Persons reserve the right to change their
plans or intentions and to take any and all actions that they may deem to be
in their best interests. Except as set
forth above, the Reporting Persons do not have any current intention, plan or
proposal with respect to: (a) the acquisition by any person of
additional securities of the Company, or the disposition of securities of the
Company; (b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company or any of its
subsidiaries; (c) a sale or transfer of a material amount of assets of
the Company or any of its subsidiaries; (d) any change in the present
board of directors or management of the Company, including any plans or
proposals to change the number or term of directors or to fill any existing
vacancies on the board; (e) any material change in the present
capitalization or dividend policy of the Company; (f) any other material
change in the Company’s business or corporate structure; (g) changes in
the Company’s charter, bylaws or instruments corresponding thereto or other
actions which may impede the acquisition of control of the Company by any
person; (h) causing a class of securities of the Company to be delisted
from a national securities exchange, if any, or cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national
securities association; (i) a class of equity securities of the Company
becoming eligible for termination of a registration pursuant to
Section 12(g)(4) of the Act; or (j) any action similar to any of
those enumerated above.
Item 5.	Interest in Securities of the
Issuer
	A. Tontine Capital
Partners, L.P. (a) Aggregate number of shares beneficially
owned: 4,221,155. Percentage:
46.8%. The percentages used herein and
in the rest of Item 5 are calculated based upon 9,018,618 shares of Common
Stock issued and outstanding (consisting of 7,168,618 shares outstanding as
of May 14, 2008, as reflected in the Quarterly Report on Form 10-Q filed by
the Company on May 19, 2008, and 1,850,000 shares issued in connection with
the rights offering conducted by the Company that commenced on June 2, 2008). (b) 1. Sole power to vote or direct vote: -0- 2.
Shared power to vote or direct vote:
4,221,155 3.
Sole power to dispose or direct the disposition: -0- 4.
Shared power to dispose or direct the disposition: 4,221,155 (c) TCP has not engaged in any transactions of
Common Stock since the filing of Amendment No. 6 to this Schedule 13D on June
27, 2008. (d) TCM, the general partner of TCP, has the
power to direct the affairs of TCP, including decisions respecting the
receipt of dividends from, and the disposition of the proceeds from the sale
of, the shares. Mr. Gendell is the
Managing Member of TCM and in that capacity directs its operations. (e) Not applicable.

8

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| B. Tontine Capital Management, L.L.C. (a) Aggregate number of shares beneficially
owned: 4,221,155. Percentage: 46.8%. (b) 1. Sole power to vote or direct vote: -0- 2.
Shared power to vote or direct vote:
4,221,155 3.
Sole power to dispose or direct the disposition: -0- 4.
Shared power to dispose or direct the disposition: 4,221,155 (c) TCM has not engaged in any transactions of
Common Stock since the filing of Amendment No. 6 to this Schedule 13D on June
27, 2008. (d) Not applicable. (e) Not applicable. |
| --- |
| C. Tontine Capital
Overseas Master Fund, L.P. (a) Aggregate number of shares beneficially
owned: 953,808. Percentage: 10.6%. (b) 1. Sole power to vote or direct vote: -0- 2.
Shared power to vote or direct vote:
953,808 3.
Sole power to dispose or direct the disposition: -0- 4.
Shared power to dispose or direct the disposition: 953,808 (c) TMF has not engaged in any transactions of
Common Stock since the filing of Amendment No. 6 to this Schedule 13D on June
27, 2008. (d) TCO, the general partner of TMF, has the
power to direct the affairs of TMF, including decisions respecting the
receipt of dividends from, and the disposition of the proceeds from the sale
of, the shares. Mr. Gendell is the
Managing Member of TCO and in that capacity directs its operations. (e) Not applicable. |
| D. Tontine Capital
Overseas GP, L.L.C. (a) Aggregate number of shares beneficially
owned: 953,808. Percentage: 10.6%. (b) 1. Sole power to vote or direct vote: -0- 2.
Shared power to vote or direct vote: :
953,808 3.
Sole power to dispose or direct the disposition: -0- 4.
Shared power to dispose or direct the disposition: : 953,808 (c) TCO has not engaged in any transactions of
Common Stock since the filing of Amendment No. 6 to this Schedule 13D on June
27, 2008. (d) Not applicable. (e) Not applicable. |

9

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| | E. Jeffrey L. Gendell (a) Aggregate number of shares beneficially
owned: 5,174,963. Percentage: 57.4%. (b) 1. Sole power to vote or direct vote: -0- 2.
Shared power to vote or direct vote:
5,174,963 3.
Sole power to dispose or direct the disposition: -0- 4.
Shared power to dispose or direct the disposition: 5,174,963 (c) Mr. Gendell has not engaged in any
transactions of Common Stock since the filing of Amendment No. 6 to this
Schedule 13D on June 27, 2008. (d) Not applicable. (e) Not applicable. |
| --- | --- |
| Item 6. | Contracts, Arrangements,
Understandings or Relationships with Respect to Securities of the Issuer |
| | A. Initial Securities Purchase Agreement On April 10,
2007, TCP, TMF and the Company entered into the Initial Securities Purchase
Agreement which, among other things, provided for the purchase by TCP and TMF
of shares of Common Stock and Senior Subordinated Promissory Notes of the Company. The closing of the transactions contemplated by the Initial Securities
Purchase Agreement occurred on May 18, 2007.
Under the Initial Securities Purchase Agreement, so long as the
Reporting Persons (i) hold between 7.5% and 14.9% of the Common Stock then
outstanding, they have the right to appoint one nominee to the Company’s
Board of Directors and (ii) hold at least 15.0% of the Common Stock then
outstanding, they have the right to appoint two nominees to the Company’s
Board of Directors. On
July 21, 2008, Mr. Cerulli, the Reporting Persons’ nominee, was appointed to
the Company’s Board of Directors.
Mr. Cerulli was appointed to fill a newly-created position on the
Board and will serve for a term expiring at the 2009 Annual Meeting of
Shareholders or until a successor is duly elected and qualified. It is
expected that Mr. Cerulli will be appointed to serve as a member of the
Corporate Governance and Nominations Committee and the Compensation
Committee. Mr. Cerulli will not
be compensated for his services as a director or committee member. As
of the date hereof, the Company has not appointed a second nominee of the
Reporting Persons to the Company’s Board of Directors. Under the Initial
Securities Purchase Agreement, the Company agreed to limit, by the date of
the Company’s 2008 Annual Meeting of Shareholders, the number of directors
serving on its Board to no more than nine directors for so long as the
Reporting Persons have the right to appoint a director to the Company’s
Board. In addition, pursuant to the
Initial Securities Purchase Agreement, the Company approved the acquisition
by the Reporting Persons of up to 40% of its outstanding Common Stock, on a
fully diluted basis, such that the Reporting Persons would not be subject to certain
restrictions set forth in the Indiana Business Corporation Law (the
“IBCL”). The Company also agreed that
it would not revoke such approval and that it will use its best efforts to
ensure that any future acquisitions by TCP and TMF (up to 40% of the
outstanding Common Stock on a fully diluted basis) would not be subject to
anti-takeover provisions included in any of the Company’s organizational
documents or the laws and regulations of any governmental authority. The Initial Securities Purchase Agreement
also contained standard representations and warranties that survive until the
earlier of (i) three years following the closing date of the
transactions contemplated by the Initial Securities Purchase Agreement and
(ii) the applicable statute of limitations with respect to each
representation and warranty . B. March 2008 Securities Purchase Agreement On March 10, 2008, the
Company, TCP and TMF entered into the March 2008 Securities Purchase
Agreement, pursuant to which, on March 12, 2008, TCP and TMF purchased shares
of Common Stock from the Company. Pursuant to the March 2008
Securities Purchase Agreement, the parties affirmed certain rights granted to
TCP and TMF under the Initial Securities Purchase Agreement related to the
right of TCP and TMF to appoint members of the Company’s Board of Directors
and the Company’s obligations to limit the size of its Board of
Directors. These rights and
obligations are set forth in greater detail in the description of the Initial
Securities Purchase Agreement above. The Company also agreed that it would
use its best efforts to ensure that the acquisition of the shares purchased
under the March 2008 Securities Purchase Agreement would not be subject to
anti-takeover provisions included in any of the Company’s organizational
documents or the laws and regulations of any governmental authority. The
March 2008 Securities Purchase Agreement also contained standard representations and warranties that
survive until the earlier of (i) three years following the
closing date of the transactions contemplated by the March 2008 Securities
Purchase Agreement and (ii) the applicable statute of limitations with
respect to each representation and warranty . Pursuant to the Registration Rights
Agreement (as defined |

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| | below),
the shares of Common Stock purchased by TCP and TMF pursuant to the March
2008 Securities Purchase Agreement are eligible to be registered for resale. C. 2008 Standby Purchase Agreement and Amendment On March 10,
2008, TCP, TMF and the Company entered into a Standby Purchase Agreement,
which agreement was amended on April 8, 2008 by the First Amendment to
Standby Purchase Agreement (as so amended, the “2008 Standby Purchase
Agreement”), pursuant to which TCP and TMF agreed to certain standby
commitments with regard to the Company’s planned rights offering to its
shareholders in June 2008 (the “Rights Offering”). Pursuant to the 2008 Standby Purchase
Agreement, on June 20, 2008 and June 26, 2008, TCP and TMF purchased in a private placement (i) their pro rata
portion of the shares of Common Stock offered by the Company in the Rights
Offering, and (ii) all shares of Common Stock that were not purchased by the
Company’s other shareholders at the close of the Rights Offering. Pursuant to the Registration Rights
Agreement, the shares of Common Stock purchased by TCP and TMF pursuant to
the 2008 Standby Purchase Agreement are eligible to be registered for
resale. In connection with the transactions
contemplated by the 2008 Standby Purchase Agreement, the Company’s board
adopted irrevocable resolutions approving and exempting TCP’s and TCM’s
purchase of Common Stock pursuant to the 2008 Standby Purchase Agreement from
the anti-takeover restrictions of the IBCL.
The 2008 Standby Securities
Purchase Agreement also contained
standard representations and warranties that survive the
closing of the transactions contemplated by the 2008 Standby Securities
indefinitely . D. Company’s
Amendment of Rights Agreement In connection with the
acquisition of shares of Common Stock by Tontine pursuant to the Initial
Securities Purchase Agreement, the Company amended its Rights Agreement,
dated March 21, 2006 with National City Bank, as Rights Agent (as amended,
the “Rights Agreement”), to permit the consummation of the transactions
contemplated by the Initial Securities Purchase Agreement. On March 18, 2008, the Company further
amended the Rights Agreement to exempt Tontine and its affiliates and
associates. E. Amended and Restated Registration Rights Agreement On May 18, 2007, TCP, TMF and the Company entered into an
Amended and Restated Registration Rights Agreement (the “Registration Rights
Agreement”). Pursuant to the
Registration Rights Agreement, the Company is required to file a shelf
registration statement and grant to TCP and TMF (and their qualifying
transferees) certain demand and “piggyback” registration rights in connection
with shares of Common Stock held by them or acquired in the future. The registration rights granted under the
Registration Rights Agreement terminate with respect to TCP and TMF (and any
of their qualifying transferees) when such party no longer holds any
Registrable Securities (as defined in the Registration Rights Agreement). With the exception of certain expenses,
such as underwriting discounts and commissions, the Company has agreed to pay
all expenses incident to its performance of or compliance with the
Registration Rights Agreement, including the reasonable fees and expenses of
counsel retained by the holders of Registrable Securities requested to be
included in a registration statement. The foregoing summaries of the Initial Securities Purchase
Agreement, the March 2008 Securities Purchase Agreement, the 2008 Standby
Purchase Agreement and the Registration Rights Agreement do not purport to be
complete and are qualified in their entirety by reference to Exhibits 1
through 5, which are incorporated by reference herein. Except as
described in the Schedule 13D, the Reporting Persons do not have any
contracts, arrangements, understandings or relationships (legal or otherwise)
with any person with respect to any securities of the Company, including but
not limited to the transfer or voting of any of the securities, finder’s
fees, joint ventures, loan or option arrangements, puts or calls, guarantees
of profits, division of profits or losses, or the giving or withholding of
proxies. |
| --- | --- |
| Item 7. | Material to Be Filed as
Exhibits |
| | 1.
Securities Purchase Agreement dated as of April 10, 2007, by and among
Tontine Capital Partners, L.P., Tontine Capital Overseas Master Fund, L.P.
and Patrick Industries, Inc.
(Previously filed as Exhibit 1 to the Reporting Persons’ Schedule 13D
filed on April 18, 2007) 2.
Securities Purchase Agreement dated as of March 10, 2008, by and among
Tontine Capital Partners, L.P., Tontine Capital Overseas Master Fund, L.P.
and Patrick Industries, Inc.
(Previously filed as Exhibit 2 to the Reporting Persons’ Schedule 13D
filed on March 18, 2008) 3. Standby
Purchase Agreement dated as of March 10, 2008, by and among Patrick
Industries, Inc., Tontine Capital Partners, L.P. and Tontine Capital Overseas
Master Fund, L.P. (Previously filed as
Exhibit 4 to the Reporting Persons’ Schedule 13D filed on March 18, 2008) 4. First Amendment to Standby Purchase
Agreement dated as of April 8, 2008, by and among Patrick Industries, Inc., |

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Tontine Capital Partners, L.P. and Tontine Capital Overseas Master Fund, L.P. (Previously filed as Exhibit 4 to the Reporting Persons’ Schedule 13D filed on April 16, 2008) 5. Amended and Restated Registration Rights Agreement dated as of May 18, 2007, by and among Tontine Capital Partners, L.P., Tontine Capital Overseas Master Fund, L.P. and Patrick Industries, Inc. (Previously filed as Exhibit 2 to the Reporting Persons’ Schedule 13D filed on May 24, 2007)

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*Signature*

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

| August
1, 2008 |
| --- |
| Date |
| /s/ Jeffrey L. Gendell |
| Signature |
| Jeffrey L. Gendell, individually,
as managing member of Tontine Capital Management, L.L.C., general partner of Tontine Capital Partners, L.P., and as managing member of Tontine Capital Overseas GP, L.L.C., general partner of Tontine Capital Overseas Master Fund, L.P. |
| Name/Title |

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