|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| ||||||||||||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Silver Point Capital L.P. TWO GREENWICH PLAZA, FIRST FLOOR GREENWICH, CT 06830 |
X |
/s/ Frederick H. Fogel | 09/12/2008 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Silver Point Capital, L.P. ("Silver Point") acquired the securities reported herein, consisting of an aggregate of 57,707 shares (the "Shares") of Common Stock ("Common Stock") of Dana Holding Corp. (the "Issuer"), in good faith in connection with debts of the Issuer previously contracted. Specifically, in connection with the Issuer's reorganization under Chapter 11 of the United States Bankruptcy Code, Silver Point received the Shares in satisfaction of certain trade claims which were acquired by Silver Point prior to (a) the acquisition of the Shares and (b) Silver Point becoming a holder of greater than 10% of the Issuer's issued and outstanding Common Stock. |
(2) | The 8,228,750 shares of Common Stock reported consists of (a) the Shares, (b) 134,004 shares of Common Stock previously reported on Form 4, filed by Silver Point on September 2, 2008, (c) 473,501 shares of Common Stock previously reported on Form 4, filed by Silver Point on August 28, 2008, and (d) 7,563,538 shares of Common Stock previously reported on Form 3, filed by Silver Point on June 10, 2008. In addition, Silver Point also holds 774,614 shares of Convertible Preferred Stock of the Issuer, convertible into 5,872,737 shares of Common Stock, previously reported on Form 3, filed by Silver Point on June 10, 2008. |
(3) | Silver Point is the investment manager of Silver Point Capital Fund, L.P. and Silver Point Capital Offshore Fund, Ltd. (the "Funds") and, by reason of such status, may be deemed to be the beneficial owner of all of the reported securities held by the Funds. Silver Point Capital Management, LLC ("Management") is the general partner of Silver Point and as a result may be deemed to be the beneficial owner of all securities held by the Funds. Messrs. Edward A. Mule and Robert J. O'Shea are each members of Management and as a result may be deemed to be the beneficial owner of all of the securities held by the Funds. Silver Point, Management and Messrs. Mule and O'Shea disclaim beneficial ownership of the reported securities held by the Funds except to the extent of their pecuniary interests. |