-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QlWGX379QYpV6fQP9eGO0X5wK0rR/br/pUOgx/hfginsfHUz0N1YwBHB/H43SV92 26dqBZZRp7jXvN8P0TW74w== 0000950138-06-000833.txt : 20061108 0000950138-06-000833.hdr.sgml : 20061108 20061107181830 ACCESSION NUMBER: 0000950138-06-000833 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20061108 DATE AS OF CHANGE: 20061107 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MULTI FINELINE ELECTRONIX INC CENTRAL INDEX KEY: 0000830916 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81025 FILM NUMBER: 061195139 BUSINESS ADDRESS: STREET 1: 3140 E CORONADO ST STREET 2: STE A CITY: ANAHEIM STATE: CA ZIP: 92806 BUSINESS PHONE: 7142381487 MAIL ADDRESS: STREET 1: 3140 E CORONADO ST STREET 2: STE A CITY: ANAHEIM STATE: CA ZIP: 92806 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROTH MICHAEL CENTRAL INDEX KEY: 0001010207 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: BUSINESS PHONE: 4142411810 MAIL ADDRESS: STREET 1: 10556 N PORT WASHINGTON RD CITY: MEQUON STATE: WI ZIP: 53092 SC 13D/A 1 nov7_13da-multifineline.htm

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

RULE 13d-2(a)

 

(Amendment No. 9)*

 

MULTI-FINELINE ELECTRONIX, INC.

____________________________________________________________

(Name of Issuer)

 

Common Stock, $0.0001 par value per share

___________________________________________________________

(Title of Class of Securities)

 

62541B-10-1

________________________________________________

(CUSIP Number)

 

Todd Turall, Esq.

3600 South Lake Drive

St. Francis, WI 53235

(414) 294-7000

_____________________________________________________________________________________________

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

July 28, 2006

_____________________________________________________________

(Dates of Events which Require 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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 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).

 

(Page 1 of 9 Pages)

 

CUSIP No. 62541B-10-1

 

Page 2 of 9

 

 

 

SCHEDULE 13D

 

 

1.

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Michael A. Roth and Brian J. Stark, as joint filers pursuant to Rule 13d-1(k)

 

2.

 

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(see instructions)

 

 

(a) Ý

(b) o

 

 

3.

 

SEC USE ONLY

 

 

4.

 

SOURCE OF FUNDS (see instructions)

 

OO


5.

 

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e) o

 


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

4,503,220 shares of Common Stock

 

9.

 

 

SOLE DISPOSITIVE POWER

0

 

10.

 

 

SHARED DISPOSITIVE POWER

4,503,220 shares of Common Stock

 

11.

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

4,503,220 shares of Common Stock

 

12.

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES              o

CERTAIN SHARES (See instructions)

 

13.

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

18.4%

 

14.

 

TYPE OF REPORTING PERSON (See instructions)

IN

 

 

 

 

 

This Amendment No. 9 (the “Amendment”) to the Statement on Schedule 13D (the “Statement”) is filed on behalf Michael A. Roth and Brian J. Stark (collectively, the “Reporting Persons”). This Amendment amends the Statement filed on August 7, 2006 with the Securities and Exchange Commission (the “SEC”) by the Reporting Persons, as amended by Amendment No. 1 thereto filed with the SEC on August 10, 2006, as further amended by Amendment No. 2 thereto filed with the SEC on August 14, 2006, as further amended by Amendment No. 3 thereto filed with the SEC on August 21, 2006, as further amended by Amendment No. 4 thereto filed with the SEC on August 29, 2006, as further amended by Amendment No. 5 thereto filed with the SEC on September 1, 2006, as further amended by Amendment No. 6 thereto filed with the SEC on September 8, 2006, as further amended by Amendment No. 7 thereto filed with the SEC on September 12, 2006, and as further amended by Amendment No. 8 thereto filed with the SEC on October 2, 2006, and also amends, as applicable, each of the foregoing amendments.

 

Item 1. Security and Issuer.

 

This Amendment relates to shares of Common Stock, $0.0001 par value per share (the “Common Stock”), of Multi-Fineline Electronix, Inc. (the “Issuer”). The principal executive office of the Issuer is 3140 East Coronado Street, Anaheim, California 92806.

 

Item 2. Identity and Background.

 

(a)          This Amendment No. 9 to the Statement is filed on behalf of the Reporting Persons.

 

(b)         The principal place of business of the Reporting Persons is 3600 South Lake Drive, St. Francis, WI 53235.

 

 

(c)

See Items 2(b), 5(a) and 5(b).

 

(d)         Neither of the Reporting Persons has, during the past five years, been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors).

 

(e)         Neither of the Reporting Persons has, during the past five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, as a result of which any of them became 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)

Each of the Reporting Persons is a citizen of the United States of America.

 

Item 3. Source and Amount of Funds or Other Consideration.

 

 

 

Page 3 of 9

 

 

 

Available net assets were utilized to purchase the securities referred to in this Amendment. The total amount of the funds used to make the purchases described in Item 5(c) was $100,359,060.26.

 

Item 4. Purpose of Transaction.

 

On March 30, 2006, the Issuer announced that, subject to the satisfaction or waiver of certain specified conditions, it intends to make an offer (the “Offer”) to purchase all of the issued ordinary shares of MFS Technology Ltd (“MFS”) in a voluntary general offer under Singapore law. The shareholders of MFS will be offered the option to receive either 0.0145 shares of the Issuer’s Common Stock for each share of MFS or cash. Completion of the Offer, if made, is dependent upon, among other things, approval by the stockholders of the Issuer of the issuance of the shares of Common Stock to be issued in the transaction.

Stark (as defined below) acquired the Common Stock reported herein for investment purposes and in part to potentially cast votes in respect of the Offer. It is currently Stark’s intention to vote in favor of the Issuer’s issuance of shares of Common Stock to be issued in the transaction (the “Issuance”), but Stark may at a future date determine that it is in Stark’s best interest to vote against the Issuance.

Stark may also engage in communications with one or more officers, directors and/or representatives or agents of the Issuer regarding the Issuer, including but not limited to, matters with respect to the Offer and Issuance. As part of such communications, Stark may advocate one or more courses of action.

Stark may at any time and from time-to-time review, change or reconsider its position and/or its purpose with regard to any or all of the foregoing.

Item 5. Interest in Securities of the Issuer.

 

(a)-(b)     The Reporting Persons currently beneficially own an aggregate of 4,503,220 shares of Common Stock, or 18.4% of the outstanding shares of Common Stock of the Issuer, which the Issuer has indicated in its Form 10-Q for the quarterly period ended June 30, 2006 to be 24,439,205 shares as of July 31, 2006. The foregoing amount of Common Stock and percentage ownership represent the combined indirect holdings of Michael A. Roth and Brian J. Stark. The Reporting Persons share the power to vote or direct the vote and dispose of or direct the disposition of the shares of Common Stock referred to in this Amendment.

 

All of the foregoing represents an aggregate of 4,503,220 shares of Common Stock held directly by Stark Master Fund Ltd. (“Stark Master”), Stark Onshore Master Holding LLC (“Stark Onshore”) and Stark Asia Master Fund Ltd. (“Stark Asia”) (Stark Master, Stark Onshore and Stark Asia shall collectively be referred to as “Stark”). The Reporting Persons direct the management of Stark Offshore Management LLC (“Stark Offshore”), which acts as the investment manager and has sole power to direct the management of Stark Master and Stark Onshore, and Stark Asia Management LLC (“Stark Asia Management”), which acts as investment manager and has sole power to direct the management of Stark Asia. As the

 

 

Page 4 of 9

 

 

Managing Members of Stark Offshore and Stark Asia Management, the Reporting Persons possess shared voting and dispositive power over all of the foregoing shares. Therefore, for the purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, the Reporting Persons may be deemed to be the beneficial owners of, but hereby disclaim such beneficial ownership of, the foregoing shares.

(c)         Since June 8, 2006, the Reporting Persons effected no transactions in the Common Stock other than those set forth in the following table:

 

 

Name of Entity

Average

 

 

Effecting the

No. of

Price

 

Date

Transactions

Shares1

(U.S. $)2

Broker

 

6/12/2006

Stark Master3

81,600

28.6518

Bear Stearns

6/12/2006

Stark Master4

20,400

28.6518

Bear Stearns

6/21/2006

Stark Master3

80,000

30.4246

First New York Securities

6/21/2006

Stark Master4

20,000

30.4246

First New York Securities

6/23/2006

Stark Master3

80,000

32.5535

Robert W. Baird & Co.

6/23/2006

Stark Master4

20,000

32.5535

Robert W. Baird & Co.

7/19/2006

Stark Master

228,956

22.6441

Bloomberg Tradebook

7/19/2006

Stark Asia

52,386

22.6441

Bloomberg Tradebook

7/20/2006

Stark Master

246,570

22.9003

Bloomberg Tradebook

7/20/2006

Stark Asia

53,430

22.9003

Bloomberg Tradebook

7/21/2006

Stark Master

80,206

21.9590

Bloomberg Tradebook

7/21/2006

Stark Asia

16,346

21.9590

Bloomberg Tradebook

7/24/2006

Stark Master

97,334

23.0917

Bloomberg Tradebook

7/24/2006

Stark Asia

19,528

23.0917

Bloomberg Tradebook

7/25/2006

Stark Master

124,707

23.1064

Bloomberg Tradebook

7/25/2006

Stark Asia

24,791

23.1064

Bloomberg Tradebook

7/26/2006

Stark Master

83,435

23.5886

Bloomberg Tradebook

7/26/2006

Stark Asia

16,565

23.5886

Bloomberg Tradebook

7/27/2006

Stark Master

125,153

23.6931

Bloomberg Tradebook

7/27/2006

Stark Asia

24,847

23.6931

Bloomberg Tradebook

7/28/2006

Stark Master

58,145

24.1400

Bloomberg Tradebook

7/28/2006

Stark Asia

11,544

24.1400

Bloomberg Tradebook

7/31/2006

Stark Master

30,974

24.4880

Bloomberg Tradebook

7/31/2006

Stark Asia

5,820

24.4880

Bloomberg Tradebook

8/1/2006

Stark Master

101,316

24.0042

Pali Capital Inc.

8/1/2006

Stark Asia

19,037

24.0042

Pali Capital Inc.

8/2/2006

Stark Master

210,457

23.9534

Pali Capital Inc.

8/2/2006

Stark Asia

39,543

23.9534

Pali Capital Inc.

8/3/2006

Stark Master

92,601

23.9680

Pali Capital Inc.

8/3/2006

Stark Asia

17,399

23.9680

Pali Capital Inc.

8/4/2006

Stark Master

86,084

24.7091

Pali Capital Inc.

8/4/2006

Stark Asia

16,175

24.7091

Pali Capital Inc.

 

 

 

 

Page 5 of 9

 

 

 

 

8/7/2006

Stark Master

79,737

23.9445

Bloomberg Tradebook

8/7/2006

Stark Asia

14,414

23.9445

Bloomberg Tradebook

8/8/2006

Stark Master

84,691

24.4414

Bloomberg Tradebook

8/8/2006

Stark Asia

15,309

24.4414

Bloomberg Tradebook

8/9/2006

Stark Master

267,750

18.5185

Bloomberg Tradebook

8/9/2006

Stark Asia

48,400

18.5185

Bloomberg Tradebook

8/10/2006

Stark Master

200,294

18.6837

Pali Capital Inc.

8/10/2006

Stark Asia

36,206

18.6837

Pali Capital Inc.

8/10/2006

Stark Master

21,173

18.3009

Bloomberg Tradebook

8/10/2006

Stark Asia

3,827

18.3009

Bloomberg Tradebook

8/11/2006

Stark Master

88,975

18.2275

Bloomberg Tradebook

8/14/2006

Stark Master

115,387

18.3235

Bloomberg Tradebook

8/18/2006

Stark Master

140,488

18.4881

Bloomberg Tradebook

8/24/2006

Stark Master

62,439

19.6755

Bloomberg Tradebook

8/25/2006

Stark Master

73,104

20.0540

Bloomberg Tradebook

8/28/2006

Stark Master

118,744

19.9827

Bloomberg Tradebook

8/29/2006

Stark Master

19,852

20.5216

Bloomberg Tradebook

8/30/2006

Stark Master

60,402

20.9669

Bloomberg Tradebook

8/31/2006

Stark Master

215,026

22.6755

Bloomberg Tradebook

8/31/2006

Stark Master

20,000

22.2000

Prudential

9/5/2006

Stark Onshore

92,596

23.6541

Bloomberg Tradebook

9/6/2006

Stark Onshore

159,864

23.6867

Bloomberg Tradebook

9/7/2006

Stark Onshore

94,161

23.7617

Bloomberg Tradebook

9/8/2006

Stark Onshore

97,032

24.0185

Bloomberg Tradebook

9/11/2006

Stark Onshore

34,927

25.8508

Bloomberg Tradebook

9/18/2006

Stark Onshore

20,073

23.3121

Bloomberg Tradebook

9/19/2006

Stark Onshore

10,000

23.5840

Bloomberg Tradebook

9/20/2006

Stark Onshore

69,986

24.1108

Bloomberg Tradebook

9/21/2006

Stark Onshore

5,014

25.0367

Bloomberg Tradebook

9/26/2006

Stark Onshore

50,000

24.2218

Bloomberg Tradebook

9/28/2006

Stark Onshore

50,000

23.7588

Bloomberg Tradebook

9/29/2006

Stark Onshore

250,000

24.6622

Bloomberg Tradebook

_____________

1 Represents the aggregate number of shares acquired by the identified entity on the specified date through the specified broker.

 

2 Represents the aggregate price paid or received for all shares listed in such row divided by such number of shares.

 

3 Represents transactions effected by Shepherd Investments International Ltd. Prior to the reorganization that was effected on July 1, 2006, in which certain holdings of Shepherd Investments International Ltd. were transferred to Stark Master, all shares of Common Stock held by Shepherd Investments International Ltd. were sold.

 

4 Represents transactions effected by Stark International. Prior to the reorganization that was effected on July 1, 2006, in which certain holdings of Stark International were transferred to Stark Master, all shares of Common Stock held by Stark International were sold.

 

 

 

Page 6 of 9

 

 

 

All of the above transactions were effected in the open market on one of the Nasdaq National Market, the NYSE Arca Marketplace, the Chicago Stock Exchange or the National Stock Exchange and were purchases, except for the transactions on June 21, 2006 and June 23, 2006, which were sales.

 

 

(d)-(e)

Not applicable.

 

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

 

On April 19, 2006 and April 20, 2006, Stark sold an aggregate of 51 exchange-traded call option contracts through CIBC World Markets, Inc., as broker. Each of the transactions involving exchange-traded call options is set forth below. Each contract entitles the holder thereof to purchase 100 shares of Common Stock at a price per share equal to $65.00 and each contract expires on November 18, 2006. If exercised by a holder thereof, Stark would be required to deliver, in exchange for receipt of $65.00 per share of Common Stock, the number of shares of Common Stock as to which such exchange-traded option had been exercised.

 

 

Name of Entity

 

 

Effecting the

No. of

Price

 

Date

Transaction

Shares

(U.S. $)

Broker5

 

4/19/2006

Stark Master1

7003

8.504

CIBC World Markets, Inc.

 

4/19/2006

Stark Master2

2003

8.504

CIBC World Markets, Inc.

 

4/19/2006

Stark Asia

2003

8.504

CIBC World Markets, Inc.

 

4/19/2006

Stark Master1

1,3003

7.704

CIBC World Markets, Inc.

4/19/2006

Stark Master2

3003

7.704

CIBC World Markets, Inc.

 

4/19/2006

Stark Asia

4003

7.704

CIBC World Markets, Inc.

 

4/20/2006

Stark Master1

1,3003

7.404

CIBC World Markets, Inc.

4/20/2006

Stark Master2

3003

7.404

CIBC World Markets, Inc.

 

4/20/2006

Stark Asia

4003

7.404

CIBC World Markets, Inc.

 

_____________

1 Represents transactions effected by Shepherd Investments International Ltd. In connection with a reorganization effected on July 1, 2006, certain holdings of Shepherd Investments International Ltd., including the referenced exchange-traded call options, were transferred to Stark Master.

 

2 Represents transactions effected by Stark International. In connection with a reorganization effected on July 1, 2006, certain holdings of Stark International, including the referenced exchange-traded call options, were transferred to Stark Master.

 

3 Represents shares of Common Stock underlying exchange-traded call options sold by the specified person. The exchange-traded call options all expire on November 18, 2006 and are exercisable by the holder of the call option until such date at a price per share of Common Stock equal to $65.00.

 

4 Represents the price per share of Common Stock received upon sale of the exchange-traded call option.

 

 

 

Page 7 of 9

 

 

 

5 Each identified transaction was effected in the open market on one of the Chicago Board Options Exchange, the Pacific Stock Exchange or the Philadelphia Options Exchange.

 

Item 7. Materials to be Filed as Exhibits.

 

Exhibit 1 – Joint Filing Agreement.

 

 

 

Page 8 of 9

 

 

 

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.

 

Dated: November 7, 2006

 

/s/ Michael A. Roth                              

Michael A. Roth

 

/s/ Brian J. Stark                                  

Brian J. Stark

 

 

 

Page 9 of 9

 

 

 

EXHIBIT 1

 

JOINT FILING AGREEMENT

 

The undersigned hereby agree to the joint filing on behalf of each of them of Amendment No. 9 to the statement on Schedule 13D with respect to the shares of Common Stock, $.0001 par value per share, of Multi-Fineline Electronix, Inc. and any further amendments to such statement on Schedule 13D executed by each of them pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

 

The undersigned further agree that each party hereto is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein; provided, however, that no party is responsible for the completeness or accuracy of the information concerning any other party making the filing, unless such party knows or has reason to believe that such information is inaccurate.

 

This Joint Filing Agreement may be executed in separate counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

 

IN WITNESS WHEREOF, the parties have executed this Joint Filing Agreement on November 7, 2006.

 

/s/ Michael A. Roth                              

Michael A. Roth

 

/s/ Brian J. Stark                                  

Brian J. Stark

 

 

 

-----END PRIVACY-ENHANCED MESSAGE-----