TROY, Mich., Jan. 18 /PRNewswire-FirstCall/ -- Champion Enterprises, Inc. (Pink Sheets: CJHBQ), a leader in factory-built construction, has entered into a letter of intent with a group of investors for the sale of substantially all of its domestic and international operations. In connection with the proposed transaction, an investor group consisting of Centerbridge Partners, L.P., MAK Capital Fund LP and Sankaty Advisors, LLC will invest $50 million in new capital to support the operations and growth initiatives of the new company.
The proposed transaction, which is subject to approval by the Bankruptcy Court, is supported by a group of Champion's current lenders who, together with the lead investors, have agreed in the letter of intent to exchange 100 percent of existing debt under Champion's pre-petition and debtor-in-possession senior secured credit agreements for equity in the new company and a $40 million senior secured five year note. The letter of intent also contemplates, among other things, the assumption of certain liabilities by the buyer, to be further described in the asset purchase agreement between the parties.
Qualified bidders will have an opportunity to submit higher and better offers through a bidding process which the Company has submitted to the Bankruptcy Court for approval and which contemplates that the bidding process will be completed on or about March 1, 2010. The proposed transaction is scheduled to close on or before March 18, 2010.
"This transaction represents very positive news for our customers, employees and other business partners," said William C. Griffiths, Chairman, President and Chief Executive Officer of Champion Enterprises, Inc. "Upon completion of the transaction, our business will be significantly deleveraged and, as a result, positioned to capitalize on our strong market presence and many years of operational improvements. The infusion of new capital will also allow us to fund growth initiatives as the housing markets begin to recover."
For further information, please contact the Company's information line at (877) 857-7554 or (248) 614-8390 for international callers, or visit the Company's restructuring website at www.championrestructures.com.
About Champion
Troy, Michigan-based Champion Enterprises, Inc., a leader in factory-built construction, operates 27 manufacturing facilities in North America and the United Kingdom distributing its products through independent retailers, builders and developers. The Champion family of builders produces manufactured and modular homes, as well as modular buildings for government and commercial applications. For more information, please visit www.championhomes.com.
About Centerbridge
Centerbridge Partners was established in 2006 and currently has approximately $10 billion in capital under management across several funds. The firm is dedicated to partnering with world class management teams to invest across multiple stages of a company's life cycle and to employ various strategies to help companies achieve their operating and financial objectives. Centerbridge's limited partners include many of the world's most prominent financial institutions, university endowments, pension funds, and charitable trusts.
About MAK Capital
MAK Capital, one of the top performing asset managers over the past decade, focuses on contrarian opportunities in the financial markets. MAK invests with a long term perspective across a variety of asset classes, including distressed debt and equities.
About Sankaty Advisors
Sankaty Advisors, LLC, the credit affiliate of Bain Capital, LLC, is one of the nation's leading private managers of fixed income and credit instruments. With approximately $19 billion in committed assets under management, Sankaty invests in a wide variety of securities and investments, including leveraged loans, high-yield bonds, distressed/stressed debt, mezzanine debt, structured products and equities.
Forward-looking Statements
This news release contains certain statements, each of which could be construed to be forward-looking statements within the meaning of the Securities Exchange Act of 1934. Actual results may differ materially from anticipated results due to certain risks and uncertainties, including but not limited to: the potential adverse impact of the Chapter 11 Bankruptcy filing on the Company's business, financial condition or results of operations, including the Company's ability to maintain contracts, trade credit and other customer and vendor relationships that are critical to its business and the actions and decisions of the Company's creditors and other third parties with interests in the Company's Chapter 11 proceedings; the Company's ability to obtain court approval with respect to motions in the Chapter 11 proceedings and to develop, prosecute, confirm and consummate one or more plans of reorganization with respect to the Chapter 11 proceedings and to consummate all of the transactions contemplated by one or more such plans of reorganization. Additional risks include, among others: the occurrence of any event, change or other circumstance that could give rise to the termination of any debtor-in-possession financing plans or support agreements the Company has entered or may enter with its lenders or other entities; general economic conditions in the markets in which the Company operates, including changes in interest rates or currency exchange rates, the financial condition of the Company's customers or suppliers; changes in housing demands from the Company's current estimates; availability of reasonable retailer and consumer financing; the outcome of customer negotiations; the costs, timing and success of restructuring actions; increases in the Company's warranty or product liability costs; risks associated with conducting business in foreign countries; competitive conditions impacting the Company's key customers and suppliers. These risk factors are discussed in the Company's most recently filed Form 10-Q, 10-K and other filings with the Securities and Exchange Commission, in each case under the section entitled "Forward-Looking Statements," or "Risk Factors."
These statements reflect the Company's views with respect to future plans, events and financial performance. The Company does not undertake any obligation to update the information contained herein, which speaks only as of the date of this press release.
SOURCE Champion Enterprises, Inc.
Contacts:
Laurie Van Raemdonck Vice President Investor Relations 248-614-8267 lvanraemdonck@championhomes.net
Phyllis Knight Executive Vice President and CFO 248-614-8200 both of Champion Enterprises, Inc.
Public Companies Associated with this story: CJHBQ
Knobias Subject Codes Associated with this story: Corp Financing Merger/Acquisition
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------
SCHEDULE 13G
Under the Securities Exchange Act of 1934 (Amendment No. 1)*
Oscient Pharmaceuticals Corporation (Name of Issuer)
Common Stock, $0.10 par value (Title of Class of Securities)
68812R303 (CUSIP Number)
December 31, 2009 (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) [X] Rule 13d-1(c) [ ] Rule 13d-1(d)
---------------- *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 the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for purposes 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).
Page 1 of 7 Pages
CUSIP No. 68812R303 13G Page 2 of 7 Pages
----------------------------------------------------------------------- (1) NAMES OF REPORTING PERSONS
GLG Market Neutral Fund ----------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) [X] (b) [ ] ----------------------------------------------------------------------- (3) SEC USE ONLY ----------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands ----------------------------------------------------------------------- NUMBER OF (5) SOLE VOTING POWER 0 SHARES -------------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares OWNED BY -------------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER 0 REPORTING -------------------------------------------------------------
PERSON WITH (8) SHARED DISPOSITIVE POWER $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares
------------------------------------------------------------------------ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares
------------------------------------------------------------------------ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) [ ] ----------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.57% ----------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON (see instructions) OO -----------------------------------------------------------------------
CUSIP No. 68812R303 13G Page 3 of 7 Pages
--------------------------------------------------------------------- (1) NAMES OF REPORTING PERSONS
GLG Partners LP ----------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) [X] (b) [ ] ----------------------------------------------------------------------- (3) SEC USE ONLY ----------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom ----------------------------------------------------------------------- NUMBER OF (5) SOLE VOTING POWER 0 SHARES ----------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares OWNED BY ----------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER 0 REPORTING ------------------------------------------------------------
PERSON WITH: (8) SHARED DISPOSITIVE POWER $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares
----------------------------------------------------------------------- (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares
----------------------------------------------------------------------- (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) [ ] ----------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.57% ----------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON (see instructions) PN -----------------------------------------------------------------------
CUSIP No. 68812R303 13G Page 4 of 7 Pages
----------------------------------------------------------------------- (1) NAMES OF REPORTING PERSONS
GLG Partners Limited ----------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) [X] (b) [ ] ----------------------------------------------------------------------- (3) SEC USE ONLY ----------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom ----------------------------------------------------------------------- NUMBER OF (5) SOLE VOTING POWER 0 SHARES --------------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares
OWNED BY --------------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER 0 REPORTING --------------------------------------------------------------
PERSON WITH: (8) SHARED DISPOSITIVE POWER $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares
----------------------------------------------------------------------- (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares
----------------------------------------------------------------------- (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) [ ] ----------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.57% ----------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON (see instructions) IA, HC -----------------------------------------------------------------------
CUSIP No. 68812R303 13G Page 5 of 7 Pages
--------------------------------------------------------------------- (1) NAMES OF REPORTING PERSONS
GLG Partners, Inc. ----------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) [X] (b) [ ] ----------------------------------------------------------------------- (3) SEC USE ONLY ----------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware ----------------------------------------------------------------------- NUMBER OF (5) SOLE VOTING POWER 0 SHARES --------------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares OWNED BY --------------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER 0 REPORTING --------------------------------------------------------------
PERSON WITH: (8) SHARED DISPOSITIVE POWER $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares
----------------------------------------------------------------------- (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON $3,774,996 aggregate principal amount of 12.50% Convertible Guaranteed Senior Notes due 2011 convertible into 3,431,814 Shares
----------------------------------------------------------------------- (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) [ ] ----------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.57% ----------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON (see instructions) CO -----------------------------------------------------------------------
CUSIP No. 68812R303 13G Page 6 of 7 Pages
This Amendment No. 1 (this "Amendment") amends the statement on Schedule 13G filed on January 15, 2009 (the "Original Schedule 13G" and the Original Schedule 13G as amended, the "Schedule 13G") with respect to shares of Common Stock, par value $0.10 per share (the "Shares") of Oscient Pharmaceuticals Corporation, a Massachusetts corporation (the "Company"). Capitalized terms used herein and not otherwise defined in this Amendment have the meanings set forth in the Schedule 13G. This Amendment amends and restates Item 4 and 5 in their entirety as set forth below.
Item 4. Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The Company's Current Report on Form 8-K filed on June 16,2009, indicates there were 92,735,910 Shares outstanding as of June 9, 2009. In calculating the percentage of Shares held by the Reporting Persons, we assumed the conversion of the reported Convertible Guaranteed Senior Notes.
The Investment Manager, which serves as the investment manager to GLG Market Neutral Fund, may be deemed to be the beneficial owner of all Shares owned by GLG Market Neutral Fund. The Investment Manager may exercise its investment authority directly or indirectly through various entities, including, without limitation, GLG, Inc. The General Partner, as general partner to the Investment Manager, may be deemed to be the beneficial owner of all Shares owned by GLG Market Neutral Fund. Each of Emmanuel Roman, Pierre Lagrange and Noam Gottesman are the Managing Directors of the General Partner. The Parent Company, which indirectly wholly owns the General Partner, may be deemed to be the beneficial owner of all Shares owned by GLG Market Neutral Fund. Each of the Investment Manager, the General Partner, the Parent Company, GLG, Inc., Emmanuel Roman, Pierre Lagrange and Noam Gottesman hereby disclaims any beneficial ownership of any such Shares, except for their pecuniary interest therein.
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [X]
CUSIP No. 68812R303 13G Page 7 of 7 Pages
SIGNATURES
After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.
Dated: February 11, 2010
GLG MARKET NEUTRAL FUND
GLG PARTNERS LP Individually and in its capacity as Investment Manager of GLG Market Neutral Fund
By: /s/ Victoria Parry ------------------ Name: Victoria Parry Title: Senior Legal Counsel of GLG Partners LP
GLG PARTNERS LIMITED, Individually and in its capacity as General Partner of GLG Partners LP
By: /s/ Emmanuel Roman ------------------ Name: Emmanuel Roman Title: Managing Director
GLG PARTNERS, INC.
By: /s/ Alejandro R. San Miguel --------------------------- Name: Alejandro R. San Miguel Title: General Counsel and Corporate Secretary