Filing Details

Accession Number:
0001181431-11-047234
Form Type:
4
Zero Holdings:
No
Publication Time:
2011-08-26 21:09:45
Reporting Period:
2011-08-24
Filing Date:
2011-08-26
Accepted Time:
2011-08-26 21:09:45
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1342126 Morgans Hotel Group Co. MHGC Hotels & Motels (7011) 161736884
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1015899 W Ronald Burkle C/O The Yucaipa Companies Llc
9130 West Sunset Boulevard
Los Angeles CA 90069
Yes No Yes No
1431428 Yucaipa American Alliance Fund Ii Lp C/O The Yucaipa Companies Llc
9130 West Sunset Boulevard
Los Angeles CA 90069
No No Yes No
1452578 Yucaipa American Alliance (Parallel) Fund Ii, L.p. C/O The Yucaipa Companies Llc
9130 West Sunset Boulevard
Los Angeles CA 90069
No No Yes No
1452579 Yucaipa American Alliance Fund Ii, Llc C/O The Yucaipa Companies Llc
9130 West Sunset Boulevard
Los Angeles CA 90069
No No Yes No
1452932 Yucaipa American Management, Llc C/O The Yucaipa Companies Llc
9130 West Sunset Boulevard
Los Angeles CA 90069
No No Yes No
1452934 Yucaipa American Funds, Llc C/O The Yucaipa Companies Llc
9130 West Sunset Boulevard
Los Angeles CA 90069
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock, Par Value $0.01 Per Share Acquisiton 2011-08-24 286,352 $6.07 286,352 No 4 P Indirect See footnote and Remarks below
Common Stock, Par Value $0.01 Per Share Acquisiton 2011-08-24 188,648 $6.07 188,648 No 4 P Indirect See footnote and Remarks below
Common Stock, Par Value $0.01 Per Share Acquisiton 2011-08-25 338,800 $6.12 625,152 No 4 P Indirect See footnote and Remarks below
Common Stock, Par Value $0.01 Per Share Acquisiton 2011-08-25 223,200 $6.12 411,848 No 4 P Indirect See footnote and Remarks below
Common Stock, Par Value $0.01 Per Share Acquisiton 2011-08-26 181,818 $6.24 806,970 No 4 P Indirect See footnote and Remarks below
Common Stock, Par Value $0.01 Per Share Acquisiton 2011-08-26 119,782 $6.24 531,630 No 4 P Indirect See footnote and Remarks below
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect See footnote and Remarks below
No 4 P Indirect See footnote and Remarks below
No 4 P Indirect See footnote and Remarks below
No 4 P Indirect See footnote and Remarks below
No 4 P Indirect See footnote and Remarks below
No 4 P Indirect See footnote and Remarks below
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock, Par Value $0.01 Per Share 11,545 Direct
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Stock Warrant (right to buy) $6.00 2017-04-15 7,535,580 7,535,580 Indirect
Common Stock Warrant (right to buy) $6.00 2017-04-15 4,964,420 4,964,420 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
2017-04-15 7,535,580 7,535,580 Indirect
2017-04-15 4,964,420 4,964,420 Indirect
Footnotes
  1. Weighted average price.
  2. These shares are directly held by Yucaipa American Alliance Fund II, L.P. ("YAAF II").
  3. These shares are directly held by Yucaipa American Alliance (Parallel) Fund II, L.P. ("YAAF II Parallel").
  4. 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 applicable date of grant.
  5. YAAF II and Yucaipa 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.
  6. 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.
  7. 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.