SC 13G 1 p16-1860sc13g.htm SABAN CAPITAL ACQUISITION CORP.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
SCHEDULE 13G
 
 
Under the Securities Exchange Act of 1934
 
(Amendment No.   )*
 

Saban Capital Acquisition Corp.

(Name of Issuer)
 

Class A Ordinary Shares, par value $0.0001 per share

(Title of Class of Securities)
 

78516C205**

(CUSIP Number)
 

September 16, 2016

(Date of event which requires filing of this statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
 
¨ Rule 13d-1(b)
x Rule 13d-1(c)
¨ Rule 13d-1(d)
 
(Page 1 of 8 Pages)

 

______________________________

*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 Class A Ordinary have no CUSIP number. The CUSIP number for the units which include Class A Ordinary is 78516C205.

The information required in 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)

 

CUSIP No. 78516C20513GPage 2 of 8 Pages

 

1

NAMES OF REPORTING PERSONS

Highbridge Capital Management, LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

State of Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

 

1,750,000 Class A Ordinary Shares

 

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

 

1,750,000 Class A Ordinary Shares

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,750,000 Class A Ordinary Shares

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.45%

12

TYPE OF REPORTING PERSON

IA, OO

         

 

 

CUSIP No. 78516C20513GPage 3 of 8 Pages

 


1

NAMES OF REPORTING PERSONS

Highbridge International LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands, British West Indies

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH		 5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

 

1,750,000 Class A Ordinary Shares

 

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

 

1,750,000 Class A Ordinary Shares

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,750,000 Class A Ordinary Shares

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.45%

12

TYPE OF REPORTING PERSON

OO

         

 

CUSIP No. 78516C20513GPage 4 of 8 Pages

 

Item 1(a). NAME OF ISSUER:
   
  The name of the issuer is Saban Capital Acquisition Corp. (the “Company”).

 

Item 1(b). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
   
  The Company’s principal executive offices are located at 10100 Santa Monica Boulevard, 26th Floor, Los Angeles, California 90067.

 

Item 2(a). NAME OF PERSON FILING:
Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
Item 2(c). CITIZENSHIP:

 

  This statement is filed by:

 

  (i)

Highbridge Capital Management, LLC

40 West 57th Street, 32nd Floor

New York, New York 10019

Citizenship: State of Delaware

     
  (ii)

Highbridge International LLC

c/o Highbridge Capital Management, LLC

40 West 57th Street, 32nd Floor

New York, New York 10019

Citizenship: Cayman Islands

 

  The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.”  

 

Item 2(d). TITLE OF CLASS OF SECURITIES:
   
  Class A Ordinary Shares, par value $0.0001 per share (the “Class A Ordinary Shares”).

 

Item 2(e). CUSIP NUMBER:
   
  The Class A Ordinary have no CUSIP number. The CUSIP number for the units which include Class A Ordinary is 78516C205.

  

Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

 

  (a) ¨ Broker or dealer registered under Section 15 of the Act,
  (b) ¨ Bank as defined in Section 3(a)(6) of the Act,
  (c) ¨ Insurance Company as defined in Section 3(a)(19) of the Act,
  (d) ¨ Investment Company registered under Section 8 of the Investment Company Act of 1940,
  (e) ¨ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

 

CUSIP No. 78516C20513GPage 5 of 8 Pages

 

  (f) ¨ Employee Benefit Plan or Endowment Fund in accordance with Rule 13d-1(b)(1)(ii)(F),
  (g) ¨ Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G),
  (h) ¨ Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act,
  (i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
  (j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
  (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

 

 

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please

specify the type of institution: _______________________________________

 

Item 4. OWNERSHIP.

 

    (a) Amount beneficially owned:

 

    As of the date hereof, (i) Highbridge International LLC may be deemed to beneficially own 1,750,000 Class A Ordinary Shares and (ii) Highbridge Capital Management, LLC, as the trading manager of Highbridge International LLC  may be deemed to be the beneficial owner of 1,750,000 Class A Ordinary Shares held by Highbridge International LLC.  

 

    (b) Percent of class:

 

    The percentages used herein and in the rest of this Schedule 13G are calculated based upon 23,500,000 Class A Ordinary Shares reported to be outstanding in the Company's Prospectus filed with the Securities and Exchange Commission pursuant to Rule 424(b)(4) on September 19, 2016 after giving effect to the completion of the offering, as described therein.  Therefore, as of the date hereof, (i) Highbridge International LLC may be deemed to beneficially own approximately 7.45% of the outstanding Class A Ordinary Shares of the Company and (ii) Highbridge Capital Management, LLC may be deemed to beneficially own approximately 7.45% of the outstanding Class A Ordinary Shares of the Company.  
     
    The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the Class A Ordinary Shares held by Highbridge International LLC.  

 

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
   
  Not applicable.

 

 

CUSIP No. 78516C20513GPage 6 of 8 Pages

 

Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
   
  Not applicable.

 

Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
   
  Not applicable.

 

Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
   
  Not applicable.

 

Item 9. NOTICE OF DISSOLUTION OF GROUP.
   
  Not applicable.

 

Item 10. CERTIFICATION.

 

  The Reporting Person hereby makes the following certification:
   
  By signing below the Reporting Person certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

CUSIP No. 78516C20513GPage 7 of 8 Pages

SIGNATURES

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

DATED: September 26, 2016

  HIGHBRIDGE CAPITAL MANAGEMENT, LLC    
     
  By: /s/John Oliva    
  Name: John Oliva    
  Title: Managing Director    
       
  HIGHBRIDGE INTERNATIONAL LLC    
       
  By: Highbridge Capital Management, LLC
its Trading Manager		    
         
  By /s/ John Oliva    
  Name: John Oliva    
  Title: Managing Director    

 

CUSIP No. 78516C20513GPage 8 of 8 Pages

EXHIBIT 1

JOINT FILING AGREEMENT

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

 

DATED: September 26, 2016

 

 

  HIGHBRIDGE CAPITAL MANAGEMENT, LLC    
     
  By: /s/John Oliva    
  Name: John Oliva    
  Title: Managing Director    
       
  HIGHBRIDGE INTERNATIONAL LLC    
       
  By: Highbridge Capital Management, LLC
its Trading Manager		    
         
  By /s/ John Oliva    
  Name: John Oliva    
  Title: Managing Director