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Filing Details

Accession Number:: 0001209191-11-018747
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2011-03-17 19:12:26
Reporting Period:: 2011-03-16

Filing Date:: 2011-03-17
Accepted Time:: 2011-03-17 19:12:26
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1325702	Magnachip Semiconductor Corp	MX	Semiconductors & Related Devices (3674)	830406195

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1259927	Marc Lasry	C/O Avenue Capital Management Ii, L.p. 399 Park Avenue, 6Th Floor New York NY 10022	No	No	Yes	No
1317338	Avenue Capital Management Ii, L.p.	C/O Avenue Capital Management Ii, L.p. 399 Park Avenue, 6Th Floor New York NY 10022	No	No	Yes	No
1338744	Avenue Special Situations Fund Iv Lp	C/O Avenue Capital Management Ii, L.p. 399 Park Avenue, 6Th Floor New York NY 10022	Yes	No	Yes	No
1389850	Avenue Capital Management Ii Genpar, Llc	C/O Avenue Capital Management Ii, L.p. 399 Park Avenue, 6Th Floor New York NY 10022	No	No	Yes	No
1389864	Avenue Capital Partners Iv, Llc	C/O Avenue Capital Management Ii, L.p. 399 Park Avenue, 6Th Floor New York NY 10022	No	No	Yes	No
1389865	Gl Partners Iv, Llc	C/O Avenue Capital Management Ii, L.p. 399 Park Avenue, 6Th Floor New York NY 10022	No	No	Yes	No
1401178	Avenue Special Situations Fund V Lp	C/O Avenue Capital Management Ii, L.p. 399 Park Avenue, 6Th Floor New York NY 10022	Yes	No	Yes	No
1458583	Gl Partners V, Llc	C/O Avenue Capital Management Ii, L.p. 399 Park Avenue, 6Th Floor New York NY 10022	No	No	Yes	No
1458587	Avenue Capital Partners V, Llc	C/O Avenue Capital Management Ii, L.p. 399 Park Avenue, 6Th Floor New York NY 10022	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
Common Stock, $0.01 Par Value	Acquisiton	2011-03-10	8,648,373	$0.00	8,648,373	No	4	A	Direct
Common Stock, $0.01 Par Value	Acquisiton	2011-03-10	10,844,551	$0.00	10,844,551	No	4	A	Direct
Common Stock, $0.01 Par Value	Disposition	2011-03-16	2,121,415	$13.02	6,526,958	No	4	S	Direct
Common Stock, $0.01 Par Value	Disposition	2011-03-16	2,660,130	$13.02	8,184,421	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	A	Direct
No	4	A	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock, $0.01 Par Value	Warrants	Acquisiton	2011-03-10	158,910	$0.00	158,910	$15.76
Common Stock, $0.01 Par Value	Warrants	Acquisiton	2011-03-10	272,715	$0.00	272,715	$15.76

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
158,910	2011-03-10	2014-11-09	No	4	A	Direct
272,715	2011-03-10	2014-11-09	No	4	A	Direct

Footnotes

The persons reporting on this Form 4 (the "Reporting Persons") originally acquired common units and warrants exercisable to purchase common units in connection with the reorganization of MagnaChip Semiconductor LLC, which converted into MagnaChip Semiconductor Corporation (the "Issuer"). The conversion, which is exempt under Rule 16b-7, resulted in the Reporting Persons receiving shares of Common Stock, par value $0.01 (the "Common Stock"), and the warrants exercisable to purchase shares of Common Stock. The acquisition was approved in advance in accordance with Rule 16b-3.
The filing of this Form 4 shall not be construed as an admission that Avenue Capital Partners IV, LLC ("Capital Partners IV"), GL Partners IV, LLC ("GL Partners IV"), Avenue Capital Partners V, LLC ("Capital Partners V"), GL Partners V, LLC ("GL Partners V"), Avenue Capital Management II, L.P. ("Avenue Capital Management"), Avenue Capital Management II GenPar, LLC ("Avenue Capital Management GenPar") or Marc Lasry (collectively, the "Controlling Persons") is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the Common Stock of the Issuer directly held by Avenue Special Situations Fund IV, L.P. ("Fund IV") and Avenue Special Situations Fund V, L.P. ("Fund V"). Pursuant to Rule 16a-1, the Controlling Persons disclaim such beneficial ownership except to the extent of their pecuniary interest therein.
Fund IV received directly 8,648,373 shares of Common Stock of the Issuer as a result of the conversion. Capital Partners IV serves as the general partner of Fund IV, and GL Partners IV serves as the managing member of Capital Partners IV. Each of Capital Partners IV and GL Partners IV holds indirectly the 8,648,373 shares of Common Stock of the Issuer held directly by Fund IV. Capital Partners IV has a direct performance-based allocation from Fund IV and GL Partners IV, as the managing member of Capital Partners IV, has an indirect interest in such allocation. Mr. Lasry owns an interest in Capital Partners IV and GL Partners IV and receives a portion of the profits allocation related to Fund IV.
Fund V received directly 10,844,551 shares of Common Stock of the Issuer as a result of the conversion. Capital Partners V serves as the general partner of Fund V, and GL Partners V serves as the managing member of Capital Partners V. Each of Capital Partners V and GL Partners V holds indirectly the 10,844,551 shares of Common Stock of the Issuer held directly by Fund V. Capital Partners V has a direct performance-based allocation from Fund V and GL Partners V, as the managing member of Capital Partners V, has an indirect interest in such allocation. Mr. Lasry owns an interest in Capital Partners V and GL Partners V and receives a portion of the profits allocation related to Fund V.
Fund IV holds directly 6,526,958 shares of Common Stock of the Issuer. Capital Partners IV serves as the general partner of Fund IV, and GL Partners IV serves as the managing member of Capital Partners IV. Each of Capital Partners IV and GL Partners IV holds indirectly the 6,526,958 shares of Common Stock of the Issuer held directly by Fund IV. Capital Partners IV has a direct performance-based allocation from Fund IV and GL Partners IV, as the managing member of Capital Partners IV, has an indirect interest in such allocation. Mr. Lasry owns an interest in Capital Partners IV and GL Partners IV and receives a portion of the profits allocation related to Fund IV.
Fund V holds directly 8,184,421 shares of Common Stock of the Issuer. Capital Partners V serves as the general partner of Fund V, and GL Partners V serves as the managing member of Capital Partners V. Each of Capital Partners V and GL Partners V holds indirectly the 8,184,421 shares of Common Stock of the Issuer held directly by Fund V. Capital Partners V has a direct performance-based allocation from Fund V and GL Partners V, as the managing member of Capital Partners V, has an indirect interest in such allocation. Mr. Lasry owns an interest in Capital Partners V and GL Partners V and receives a portion of the profits allocation related to Fund V.
Fund IV received directly 158,910 warrants exercisable to purchase shares of Common Stock of the Issuer as a result of the conversion. Capital Partners IV serves as the general partner of Fund IV, and GL Partners IV serves as the managing member of Capital Partners IV. Each of Capital Partners IV and GL Partners IV holds indirectly the 158,910 warrants exercisable to purchase shares of Common Stock of the Issuer held directly by Fund IV. Capital Partners IV has a direct performance-based allocation from Fund IV and GL Partners IV, as the managing member of Capital Partners IV, has an indirect interest in such allocation. Mr. Lasry owns an interest in Capital Partners IV and GL Partners IV and receives a portion of the profits allocation related to Fund IV.
Fund V received directly 272,715 warrants exercisable to purchase shares of Common Stock of the Issuer as a result of the conversion. Capital Partners V serves as the general partner of Fund V, and GL Partners V serves as the managing member of Capital Partners V. Each of Capital Partners V and GL Partners V holds indirectly the 272,715 warrants exercisable to purchase shares of Common Stock of the Issuer held directly by Fund V. Capital Partners V has a direct performance-based allocation from Fund V and GL Partners V, as the managing member of Capital Partners V, has an indirect interest in such allocation. Mr. Lasry owns an interest in Capital Partners V and GL Partners V and receives a portion of the profits allocation related to Fund V.