-----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, Vqx8I7TFY6oIe+++pGZ11XBFhwKeg4boPlBSqL9Zv5BmsQUx6V/++o5twaKbrV4Z uUqvtuymkcVuMxYjuEGzdw== 0001019056-08-001201.txt : 20081008 0001019056-08-001201.hdr.sgml : 20081008 20081008163826 ACCESSION NUMBER: 0001019056-08-001201 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081006 FILED AS OF DATE: 20081008 DATE AS OF CHANGE: 20081008 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MOVIE GALLERY INC CENTRAL INDEX KEY: 0000925178 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-VIDEO TAPE RENTAL [7841] IRS NUMBER: 631120122 STATE OF INCORPORATION: DE FISCAL YEAR END: 0106 BUSINESS ADDRESS: STREET 1: 900 WEST MAIN STREET CITY: DOTHAN STATE: AL ZIP: 36301 BUSINESS PHONE: 3346772108 MAIL ADDRESS: STREET 1: 900 WEST MAIN STREET CITY: DOTHAN STATE: AL ZIP: 36301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RICHMOND FUND LP CENTRAL INDEX KEY: 0001427670 STATE OF INCORPORATION: VA FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24548 FILM NUMBER: 081114572 BUSINESS ADDRESS: STREET 1: 6806 PARAGON PLACE STREET 2: SUITE 290 CITY: RICHMOND STATE: VA ZIP: 23230 BUSINESS PHONE: 804-289-6010 MAIL ADDRESS: STREET 1: 6806 PARAGON PLACE STREET 2: SUITE 290 CITY: RICHMOND STATE: VA ZIP: 23230 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sopris DP Series A, of Sopris DP, L.P. CENTRAL INDEX KEY: 0001446958 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24548 FILM NUMBER: 081114573 BUSINESS ADDRESS: STREET 1: C/O SOPRIS CAPITAL ADVISORS, LLC STREET 2: 314 SOUTH GALENA STREET, SUITE 300 CITY: ASPEN STATE: CO ZIP: 81611 BUSINESS PHONE: (970) 925-7620 MAIL ADDRESS: STREET 1: C/O SOPRIS CAPITAL ADVISORS, LLC STREET 2: 314 SOUTH GALENA STREET, SUITE 300 CITY: ASPEN STATE: CO ZIP: 81611 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RR Investment Co Ltd. CENTRAL INDEX KEY: 0001446959 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24548 FILM NUMBER: 081114569 BUSINESS ADDRESS: STREET 1: PO BOX 10459 APO STREET 2: 62 FORUM LANE, CAMANA BAY CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1004 BUSINESS PHONE: (970) 925-7620 MAIL ADDRESS: STREET 1: C/O SOPRIS CAPITAL ADVISORS, LLC STREET 2: 314 SOUTH GALENA STREET, SUITE 300 CITY: ASPEN STATE: CO ZIP: 81611 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rovida Holdings Ltd CENTRAL INDEX KEY: 0001446960 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24548 FILM NUMBER: 081114570 BUSINESS ADDRESS: STREET 1: PO BOX 10459 APO STREET 2: 62 FORUM LANE, CAMANA BAY CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1004 BUSINESS PHONE: (970) 925-7620 MAIL ADDRESS: STREET 1: C/O SOPRIS CAPITAL ADVISORS, LLC STREET 2: 314 SOUTH GALENA STREET, SUITE 300 CITY: ASPEN STATE: CO ZIP: 81611 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DQ, Ltd. CENTRAL INDEX KEY: 0001446961 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24548 FILM NUMBER: 081114571 BUSINESS ADDRESS: STREET 1: GARDENIA COURT, SUITE 3307 STREET 2: 45 MARKET STREET, CAMANA BAY CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-1103 BUSINESS PHONE: (970) 925-7620 MAIL ADDRESS: STREET 1: C/O SOPRIS CAPITAL ADVISORS, LLC STREET 2: 314 SOUTH GALENA STREET, SUITE 300 CITY: ASPEN STATE: CO ZIP: 81611 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2008-10-06 0000925178 MOVIE GALLERY INC MVGR.PK 0001446958 Sopris DP Series A, of Sopris DP, L.P. C/O SOPRIS CAPITAL ADVISORS, LLC 314 SOUTH GALENA STREET, SUITE 300 ASPEN CO 81611 0 0 1 0 0001427670 RICHMOND FUND LP C/O SOPRIS CAPITAL ADVISORS, LLC 314 SOUTH GALENA STREET, SUITE 300 ASPEN CO 81611 0 0 1 0 0001446961 DQ, Ltd. C/O SOPRIS CAPITAL ADVISORS, LLC 314 SOUTH GALENA STREET, SUITE 300 ASPEN CO 81611 0 0 1 0 0001446960 Rovida Holdings Ltd C/O SOPRIS CAPITAL ADVISORS, LLC 314 SOUTH GALENA STREET, SUITE 300 ASPEN CO 81611 0 0 1 0 0001446959 RR Investment Co Ltd. C/O SOPRIS CAPITAL ADVISORS, LLC 314 SOUTH GALENA STREET, SUITE 300 ASPEN CO 81611 0 0 1 0 Common Stock 2008-10-06 4 J 0 597165 10.00 A 3526745 I Through managed account Common Stock 2008-10-06 4 J 0 519294 10.00 A 4623328 I Through managed account Common Stock 2008-10-06 4 J 0 198407 10.00 A 198407 I Through managed account Common Stock 2008-10-06 4 J 0 6547181 10.00 A 6547181 I Through managed account Common Stock 2008-10-06 4 J 0 3273591 10.00 A 3273591 I Through managed account Common Stock 2008-10-06 4 J 0 3273591 10.00 A 3273591 I Through managed account Common Stock 2008-10-06 4 J 0 233350 10.00 A 10584466 D Common Stock 2008-10-06 4 J 0 557021 10.00 A 557021 D The shares of Common Stock were issued to the Reporting Persons in exchange for the transfer by the Reporting Persons of certain nonconvertible First Lien Debt to the issuer in a conversion which is described in Amendment No. 2 to a Schedule 13D filed by the Reporting Persons on October 7, 2008. Due to the fact that there are in excess of ten Reporting Persons, EDGAR requirements mandate that the Reporting Persons file two Forms 4. This is one of such forms filed by the Reporting Persons. All of the 3,526,745 shares reported in Table I are owned by EnterAspen Limited ("EnterAspen") and managed by Aspen Advisors LLC, a Delaware limited liability company ("Aspen Advisors"). Mr. Nikos Hecht is the managing member of Aspen Advisors. By virtue of such status he may be deemed the beneficial owner of the securities held by EnterAspen under Regulation 13D-G under the Exchange Act. Aspen Advisors and Mr. Hecht disclaim any beneficial interest in the securities owned by EnterAspen, except to the extent of their respective pecuniary interests therein. Except as expressly acknowledged herein, this report shall not be deemed an admission that any such person or entity is the beneficial owner of, any such securities for purposes of Section 16 of the Exchange Act or for any other purpose. All of the 4,623,328 shares reported in Table I are owned by EnterAspen and managed by Sopris Capital Advisors, LLC, a Delaware limited liability company ("Sopris Advisors"). Mr. Nikos Hecht is the managing member of Sopris Advisors. By virtue of such status he may be deemed the beneficial owner of the securities held by EnterAspen under Regulation 13D-G under the Exchange Act. Sopris Advisors and Mr. Hecht disclaim any beneficial interest in the securities owned by EnterAspen, except to the extent of their respective pecuniary interests therein. Except as expressly acknowledged herein, this report shall not be deemed an admission that any such person or entity is the beneficial owner of, any such securities for purposes of Section 16 of the Exchange Act or for any other purpose. All of the 198,407 shares reported in Table I are owned by The Richmond Fund LP ("The Richmond Fund") and managed by Sopris Advisors. Mr. Nikos Hecht is the managing member of Sopris Advisors. By virtue of such status he may be deemed the beneficial owner of the securities held by The Richmond Fund under Regulation 13D-G under the Exchange Act. Sopris Advisors and Mr. Hecht disclaim any beneficial interest in the securities owned by The Richmond Fund, except to the extent of their respective pecuniary interests therein. Except as expressly acknowledged herein, this report shall not be deemed an admission that any such person or entity is the beneficial owner of, any such securities for purposes of Section 16 of the Exchange Act or for any other purpose. All of the 6,547,181 shares reported in Table I are owned by DQ Ltd. ("DQ") and managed by Sopris Advisors. Mr. Nikos Hecht is the managing member of Sopris Advisors. By virtue of such status he may be deemed the beneficial owner of the securities held by DQ under Regulation 13D-G under the Exchange Act. Sopris Advisors and Mr. Hecht disclaim any beneficial interest in the securities owned by DQ, except to the extent of their respective pecuniary interests therein. Except as expressly acknowledged herein, this report shall not be deemed an admission that any such person or entity is the beneficial owner of, any such securities for purposes of Section 16 of the Exchange Act or for any other purpose. All of the 3,273,591 shares reported in Table I are owned by Rovida Holdings Limited ("Rovida Holdings") and managed by Sopris Advisors. Mr. Nikos Hecht is the managing member of Sopris Advisors. By virtue of such status he may be deemed the beneficial owner of the securities held by Rovida Holdings under Regulation 13D-G under the Exchange Act. Sopris Advisors and Mr. Hecht disclaim any beneficial interest in the securities owned by Rovida Holdings, except to the extent of their respective pecuniary interests therein. Except as expressly acknowledged herein, this report shall not be deemed an admission that any such person or entity is the beneficial owner of, any such securities for purposes of Section 16 of the Exchange Act or for any other purpose. All of the 3,273,591 shares reported in Table I are owned by RR Investment Company Ltd. ("RR Investment Company") and managed by Sopris Advisors. Mr. Nikos Hecht is the managing member of Sopris Advisors. By virtue of such status he may be deemed the beneficial owner of the securities held by RR Investment Company under Regulation 13D-G under the Exchange Act. Sopris Advisors and Mr. Hecht disclaim any beneficial interest in the securities owned by RR Investment Company, except to the extent of their respective pecuniary interests therein. Except as expressly acknowledged herein, this report shall not be deemed an admission that any such person or entity is the beneficial owner of, any such securities for purposes of Section 16 of the Exchange Act or for any other purpose. All of the 10,584,466 shares reported in Table I are owned directly by Sopris Partners Series A, of Sopris Capital Partners, L.P. ("Sopris Partners"). Sopris Capital, LLC ("Sopris Capital") is the general partner of Sopris Partners and owns an interest in Sopris Partners, and Sopris Advisors acts as its investment manager. Mr. Nikos Hecht owns an interest in Sopris Partners through Sopris Capital and a direct interest in Sopris Partners. Sopris Advisors, Sopris Capital and Nikos Hecht disclaim any beneficial interest in the securities owned by Sopris Partners, except to the extent of their respective pecuniary interests therein. All of the 557,021 shares reported in Table I are owned directly by Sopris DP Series A, of Sopris DP, L.P. ("Sopris DP"). Sopris Capital is the general partner of Sopris DP and owns an interest in Sopris DP, and Sopris Advisors acts as its investment manager. Mr. Nikos Hecht owns an interest in Sopris DP through Sopris Capital. Sopris Advisors, Sopris Capital and Nikos Hecht disclaim any beneficial interest in the securities owned by Sopris DP, except to the extent of their respective pecuniary interests therein. SOPRIS DP SERIES A, OF SOPRIS DP, L.P. By: Sopris Capital, LLC, its general partner By: /s/ Nikos Hecht, Sole Member of the Managing Member 2008-10-08 THE RICHMOND FUND LP By: Sopris Capital Advisors, LLC, Its: Attorney-in-Fact with respect to the account By: /s/ Nikos Hecht, Managing Member 2008-10-08 DQ LTD. By: Sopris Capital Advisors, LLC, Its: Attorney-in-Fact with respect to the account By: /s/ Nikos Hecht, Managing Member 2008-10-08 ROVIDA HOLDINGS LIMITED By: Sopris Capital Advisors, LLC, Its: Attorney-in-Fact with respect to the account By: /s/ Nikos Hecht, Managing Member 2008-10-08 RR INVESTMENT COMPANY LTD. By: Sopris Capital Advisors, LLC, Its: Attorney-in-Fact with respect to the account By: /s/ Nikos Hecht, Managing Member 2008-10-08 -----END PRIVACY-ENHANCED MESSAGE-----