0001181431-12-019416.txt : 20120326
0001181431-12-019416.hdr.sgml : 20120326
20120326143852
ACCESSION NUMBER: 0001181431-12-019416
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120320
FILED AS OF DATE: 20120326
DATE AS OF CHANGE: 20120326
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BURKLE RONALD W
CENTRAL INDEX KEY: 0001015899
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33738
FILM NUMBER: 12714268
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Morgans Hotel Group Co.
CENTRAL INDEX KEY: 0001342126
STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011]
IRS NUMBER: 161736884
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 475 TENTH AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10018
BUSINESS PHONE: 212-277-4100
MAIL ADDRESS:
STREET 1: 475 TENTH AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10018
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: YUCAIPA AMERICAN ALLIANCE FUND II LP
CENTRAL INDEX KEY: 0001431428
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33738
FILM NUMBER: 12714265
BUSINESS ADDRESS:
STREET 1: 9130 WEST SUNSET BOULEVARD
CITY: LOS ANGELES
STATE: CA
ZIP: 90069
BUSINESS PHONE: 310 789-7200
MAIL ADDRESS:
STREET 1: 9130 WEST SUNSET BOULEVARD
CITY: LOS ANGELES
STATE: CA
ZIP: 90069
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Yucaipa American Alliance (Parallel) Fund II, L.P.
CENTRAL INDEX KEY: 0001452578
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33738
FILM NUMBER: 12714266
BUSINESS ADDRESS:
STREET 1: C/O THE YUCAIPA COMPANIES LLC
STREET 2: 9130 WEST SUNSET BOULEVARD
CITY: LOS ANGELES
STATE: CA
ZIP: 90069
BUSINESS PHONE: (310) 789-7200
MAIL ADDRESS:
STREET 1: C/O THE YUCAIPA COMPANIES LLC
STREET 2: 9130 WEST SUNSET BOULEVARD
CITY: LOS ANGELES
STATE: CA
ZIP: 90069
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Yucaipa American Alliance Fund II, LLC
CENTRAL INDEX KEY: 0001452579
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33738
FILM NUMBER: 12714267
BUSINESS ADDRESS:
STREET 1: C/O THE YUCAIPA COMPANIES LLC
STREET 2: 9130 WEST SUNSET BOULEVARD
CITY: LOS ANGELES
STATE: CA
ZIP: 90069
BUSINESS PHONE: (310) 789-7200
MAIL ADDRESS:
STREET 1: C/O THE YUCAIPA COMPANIES LLC
STREET 2: 9130 WEST SUNSET BOULEVARD
CITY: LOS ANGELES
STATE: CA
ZIP: 90069
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: YUCAIPA AMERICAN MANAGEMENT, LLC
CENTRAL INDEX KEY: 0001452932
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33738
FILM NUMBER: 12714264
BUSINESS ADDRESS:
STREET 1: C/O THE YUCAIPA COMPANIES LLC
STREET 2: 9130 WEST SUNSET BOULEVARD
CITY: LOS ANGELES
STATE: CA
ZIP: 90069
BUSINESS PHONE: (310) 789-7200
MAIL ADDRESS:
STREET 1: C/O THE YUCAIPA COMPANIES LLC
STREET 2: 9130 WEST SUNSET BOULEVARD
CITY: LOS ANGELES
STATE: CA
ZIP: 90069
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: YUCAIPA AMERICAN FUNDS, LLC
CENTRAL INDEX KEY: 0001452934
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33738
FILM NUMBER: 12714269
BUSINESS ADDRESS:
STREET 1: C/O THE YUCAIPA COMPANIES LLC
STREET 2: 9130 WEST SUNSET BOULEVARD
CITY: LOS ANGELES
STATE: CA
ZIP: 90069
BUSINESS PHONE: (310) 789-7200
MAIL ADDRESS:
STREET 1: C/O THE YUCAIPA COMPANIES LLC
STREET 2: 9130 WEST SUNSET BOULEVARD
CITY: LOS ANGELES
STATE: CA
ZIP: 90069
4
1
rrd339495.xml
BURKLE FORM 4 FOR MORGANS SALE MARCH 20
X0305
4
2012-03-20
0
0001342126
Morgans Hotel Group Co.
MHGC
0001015899
BURKLE RONALD W
C/O THE YUCAIPA COMPANIES LLC
9130 WEST SUNSET BOULEVARD
LOS ANGELES
CA
90069
1
0
1
0
0001452579
Yucaipa American Alliance Fund II, LLC
C/O THE YUCAIPA COMPANIES LLC
9130 WEST SUNSET BOULEVARD
LOS ANGELES
CA
90069
0
0
1
0
0001452578
Yucaipa American Alliance (Parallel) Fund II, L.P.
C/O THE YUCAIPA COMPANIES LLC
9130 WEST SUNSET BOULEVARD
LOS ANGELES
CA
90069
0
0
1
0
0001431428
YUCAIPA AMERICAN ALLIANCE FUND II LP
C/O THE YUCAIPA COMPANIES LLC
9130 WEST SUNSET BOULEVARD
LOS ANGELES
CA
90069
0
0
1
0
0001452932
YUCAIPA AMERICAN MANAGEMENT, LLC
C/O THE YUCAIPA COMPANIES LLC
9130 WEST SUNSET BOULEVARD
LOS ANGELES
CA
90069
0
0
1
0
0001452934
YUCAIPA AMERICAN FUNDS, LLC
C/O THE YUCAIPA COMPANIES LLC
9130 WEST SUNSET BOULEVARD
LOS ANGELES
CA
90069
0
0
1
0
Common Stock, par value $0.01 per share
2012-03-20
4
S
0
806970
5.2772
D
0
I
See footnote and Remarks below
Common Stock, par value $0.01 per share
2012-03-20
4
S
0
531630
5.2772
D
0
I
See footnote and Remarks below
Common Stock, par value $0.01 per share
11545
D
Warrant (right to buy)
6
2017-04-15
Common Stock
7535580
7535580
I
See footnote and Remarks below
Warrant (right to buy)
6
2017-04-15
Common Stock
4964420
4964420
I
See footnote and Remarks below
Weighted average price.
These shares are directly held by Yucaipa American Alliance Fund II, L.P. ("YAAF II").
These shares are directly held by Yucaipa American Alliance (Parallel) Fund II, L.P. ("YAAF II Parallel").
Represents restricted stock units granted to the reporting person which are subject to the terms and conditions of the Morgans Hotel Group Co. Amended and Restated 2007 Omnibus Incentive Plan. The restricted stock units vested immediately on the date of the grant.
YAAF II and YAAF II Parallel purchased certain warrants (the "Warrants") to acquire shares of the common stock, par value $0.01 per share ("Common Stock") of the issuer pursuant to that certain Securities Purchase Agreement, dated as of October 15, 2009 by and among YAAF II, YAAF II Parallel, and the issuer, as filed as Exhibit 10.1 to the issuer's current report on Form 8-K filed on October 16, 2009. Exercise of the Warrants is subject to mandatory cashless exercise, which reduces the shares of the issuer's Common Stock received upon exercise, and the number of shares received will be determined by the fair market value of the issuer's Common Stock at the time of such exercise.
YAAF II directly holds a warrant to purchase these shares, and has beneficial ownership of 7,535,580 shares of Common Stock through such warrant.
YAAF II Parallel directly holds a warrant to purchase these shares, and has beneficial ownership of 4,964,420 shares of Common Stock through such warrant.
This Form 4 is jointly filed by (i) Ronald W. Burkle, (ii) Yucaipa American Management, LLC ("Yucaipa American"), (iii) Yucaipa American Funds, LLC ("Yucaipa American Funds"), (iv) Yucaipa American Alliance Fund II, LLC ("YAAF II LLC"), (v) YAAF II, and (vi) YAAF II Parallel. Mr. Burkle is the managing member of Yucaipa American, which is the managing member of Yucaipa American Funds, which is the managing member of YAAF II LLC, which, in turn, is the general partner of each of YAAF II and YAAF II Parallel. Each of Mr. Burkle, Yucaipa American, Yucaipa American Funds, and YAAF II LLC, by virtue of their direct or indirect control of YAAF II and YAAF II Parallel, may be deemed to beneficially own some or all of the securities reported as being held by YAAF II and YAAF II Parallel. Each of the reporting persons hereunder disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein. In addition, YAAF II disclaims beneficial ownership of any securities held directly by YAAF II Parallel; YAAF II Parallel disclaims beneficial ownership of any securities held directly by YAAF II; and YAAF II, YAAF II Parallel, YAAF II LLC, Yucaipa American, and Yucaipa American Funds disclaim beneficial ownership of any securities held directly by Ronald W. Burkle. This Form 4 shall not be deemed to be an admission that any reporting person hereunder is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
/s/ Ronald W. Burkle
2012-03-26
/s/ Robert P. Bermingham, VP and Secty of each additional reporting person
2012-03-26