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Filing Details

Accession Number:: 0001140361-14-027100
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-06-30 21:42:37
Reporting Period:: 2014-06-26

Filing Date:: 2014-06-30
Accepted Time:: 2014-06-30 21:42:37
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1336545	American Apparel Inc	APP	Blank Checks (6770)	203200601

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1409888	L.p. General Standard	767 Fifth Avenue, 12Th Floor New York NY 10153		No	No	Yes	No
1418202	Soohyung Kim	767 Fifth Avenue, 12Th Floor New York NY 10153	See Footnote 3	Yes	Yes	Yes	No
1418203	L.p. Fund Master General Standard	Walkers Spv Limited, Walker House Mary Street George Town, Grand Cayman E9 KY1-1002		No	No	Yes	No
1611966	Ltd General Standard P	C/O Standard General L.p. 767 Fifth Avenue, 12Th Floor New York NY 10153		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.0001 ("Common Stock")	Acquisiton	2014-06-26	15,600,000	$0.72	18,600,000	No	4	P	Indirect	See Footnotes
Common Stock	Acquisiton	2014-06-27	8,751,407	$0.83	27,351,407	No	4	P	Indirect	See Footnotes
Common Stock	Disposition	2014-06-27	27,351,407	$0.72	0	No	4	S	Indirect	See Footnotes
Common Stock	Acquisiton	2014-06-30	1,540,000	$0.91	1,540,000	No	4	P	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See Footnotes
No	4	P	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	P	Indirect	See Footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Security interest in pledged shares	Acquisiton	2014-06-27	74,560,813	$0.00	74,560,813	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
74,560,813			No	4	J	Indirect

Footnotes

Of the securities purchased on June 26, 2014, 11,934,101 shares of Common Stock were purchased for the account of Standard General Master Fund L.P. (the "Master Fund") and 3,665,899 shares of Common Stock were purchased for the account of P Standard General Ltd. ("P Standard General" and, together with the Master Fund, the "Funds"), private investment vehicles for which Standard General L.P. ("Standard General") serves as investment manager. Reported purchase prices include commissions paid.
Of the securities purchased on June 27, 2014, 6,694,883 shares of Common Stock were purchased for the account of the Master Fund and 2,056,524 shares of Common Stock were purchased for the account of P Standard General. Following such transactions, the Funds' Common Stock ownership was as follows: (i) the Master Fund -- 20,924,003 shares; and (ii) P Standard General -- 6,427,404 shares. Reported purchase prices include commissions paid.
The securities purchased on June 30, 2014 are not subject to the Letter Agreement (defined below) and will be held by the respective Funds for their own accounts. Of the securities purchased on June 30, 2014, 1,178,097 shares of Common Stock were purchased for the account of the Master Fund and 361,903 shares of Common Stock were purchased for the account of P Standard General. Following such transactions, the Funds' Common Stock ownership was as follows: (i) the Master Fund -- 22,102,100 shares; and (ii) P Standard General -- 6,789,307 shares. Reported purchase prices include commissions paid.
Standard General exercises voting and investment control over the shares held for the accounts of the Funds. Mr. Kim is a director of the general partner of the general partner of Standard General and Chief Investment Officer of Standard General, and in such capacities may be deemed to indirectly beneficially own the securities reported herein Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest in such shares, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
As previously disclosed, on June 25, 2014, Standard General, on behalf of funds for which it serves as investment manager (collectively, "SG"), and Dov Charney, the Issuer's Chief Executive Officer, entered into a letter agreement (the "Letter Agreement") that addressed several contemplated transactions (including a sale by SG to Mr. Charney of shares of Common Stock and the grant by Mr. Charney to SG of warrants to acquire such shares and certain additional shares of Common Stock held by him), which the parties agreed, pursuant to the Letter Agreement, to enter into following the occurrence of the Condition Precedent (as defined in the Letter Agreement).
Pursuant to the Letter Agreement, on June 27, 2014 pecuniary interest in respect of the 27,351,407 shares purchased on June 26 and 27 by the Funds transferred to Dov Charney and he became obligated to pay each such fund an amount equal to the lowest price paid by such fund in acquiring any of such shares after the first stock purchase times the number of shares purchased, plus interest in the manner calculated specified in the Letter Agreement. A copy of the Letter Agreement is filed as Exhibit A to Amendment No. 13 to the Schedule 13D filed by Mr. Charney with the Securities and Exchange Commission on June 27, 2014.
As a result of the Letter Agreement, the Reporting Persons and Mr. Charney have formed a "group" within the meaning of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended. Each of the Reporting Persons disclaims beneficial ownership of securities of the Issuer beneficially owned by Mr. Charney, except to the extent of any pecuniary interest that such Reporting Person may have with respect thereto.
In connection with the loan to Mr. Charney, referenced in the Letter Agreement, for him to acquire the pecuniary interest in the 27,351,407 shares purchased from the Funds, as reported in Table I, the Funds acquired a security interest in the shares purchased, plus an additional 47,209,406 shares previously owned by Mr. Charney. Pursuant to such security interest, in certain circumstances, the Funds may effect a disposition of the shares pledged as collateral in respect of such loan.