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CUSIP No. 830830105
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SCHEDULE 13D/A
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Page 2 of 7
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1
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NAMES
OF REPORTING PERSONS
MAK Capital One L.L.C.
|
|
2
|
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
o
(b)
x
|
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3
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SEC
USE ONLY
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|
4
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SOURCE
OF FUNDS (see instructions)
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5
|
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CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
o
|
|
6
|
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE
VOTING POWER
|
|
|
8
|
|
SHARED
VOTING POWER
3,439,759
|
|
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9
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SOLE
DISPOSITIVE POWER
|
|
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10
|
|
SHARED
DISPOSITIVE POWER
3,439,759
|
|
11
|
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,439,759
|
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12
|
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
x
|
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13
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.1% (See Item 5)*
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14
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TYPE
OF REPORTING PERSON
IA
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* The calculation is based upon 56,657,191 shares of Common Stock (“Common Stock”) outstanding
as disclosed by the Issuer in its annual report 10-K filed with the Securities and Exchange Commission (“SEC”) on May
23, 2019.
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CUSIP No. 830830105
|
SCHEDULE
13D/A
|
Page
3 of 7
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|
1
|
|
NAMES
OF REPORTING PERSONS
Michael A. Kaufman
|
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2
|
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
o
(b)
x
|
|
3
|
|
SEC
USE ONLY
|
|
4
|
|
SOURCE
OF FUNDS (see instructions)
|
|
5
|
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
o
|
|
6
|
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE
VOTING POWER
|
|
|
8
|
|
SHARED
VOTING POWER
3,439,759
|
|
|
9
|
|
SOLE
DISPOSITIVE POWER
|
|
|
10
|
|
SHARED
DISPOSITIVE POWER
3,439,759
|
|
11
|
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,439,759
|
|
12
|
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
x
|
|
13
|
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.1% (See Item 5)*
|
|
14
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TYPE
OF REPORTING PERSON
IN
|
|
|
|
|
|
|
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* The calculation is based upon 56,657,191 shares of Common Stock outstanding as disclosed by the Issuer
in its annual report 10-K filed with the SEC on May 23, 2019.
|
CUSIP No. 830830105
|
SCHEDULE
13D/A
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Page
4 of 7
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1
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NAMES
OF REPORTING PERSONS
MAK Champion Investment
LLC
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2
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|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
o
(b)
x
|
|
3
|
|
SEC
USE ONLY
|
|
4
|
|
SOURCE
OF FUNDS (see instructions)
|
|
5
|
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
o
|
|
6
|
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE
VOTING POWER
|
|
|
8
|
|
SHARED
VOTING POWER
3,439,759
|
|
|
9
|
|
SOLE
DISPOSITIVE POWER
|
|
|
10
|
|
SHARED
DISPOSITIVE POWER
3,439,759
|
|
11
|
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,439,759
|
|
12
|
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
x
|
|
13
|
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.1% (Seem Item 5)*
|
|
14
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TYPE
OF REPORTING PERSON
OO
|
|
|
|
|
|
|
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* The calculation is based upon 56,657,191 shares of Common Stock outstanding as disclosed by the Issuer
in its annual report 10-K filed with the SEC on May 23, 2019.
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CUSIP No. 830830105
|
SCHEDULE
13D/A
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Page
5 of 7
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1
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NAMES
OF REPORTING PERSONS
MAK Capital Fund LP
|
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2
|
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
o
(b)
x
|
|
3
|
|
SEC
USE ONLY
|
|
4
|
|
SOURCE
OF FUNDS (see instructions)
|
|
5
|
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
o
|
|
6
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Bermuda
|
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE
VOTING POWER
|
|
|
8
|
|
SHARED
VOTING POWER
3,439,759
|
|
|
9
|
|
SOLE
DISPOSITIVE POWER
|
|
|
10
|
|
SHARED
DISPOSITIVE POWER
3,439,759
|
|
11
|
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,439,759
|
|
12
|
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
x
|
|
13
|
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.1% (Seem Item 5)*
|
|
14
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TYPE
OF REPORTING PERSON
PN
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|
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|
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* The calculation is based upon 56,657,191 shares of Common Stock outstanding as disclosed by the Issuer
in its annual report 10-K filed with the SEC on May 23, 2019.
SCHEDULE 13D
This Amendment No.
7 to the statement on Schedule 13D (“
Amendment No. 7
”) amends the Schedule 13D originally filed by the Reporting
Persons on June 11, 2018, as amended on August 7, 2018, as further amended on August 14, 2018, as further amended on September
25, 2018, as further amended on November 30, 2018, as further amended on December 7, 2018 and as further amended on March 6, 2019
(collectively, the “
Schedule 13D
”), relates to the shares of Common Stock, par value $0.0277 per share, of Skyline
Champion Corporation (the “
Issuer
”). The principal executive offices of the Issuer are located at P.O. Box 743,
2520 By-Pass Road, Elkhart, IN 46515.
Except as specifically
provided herein, this Amendment No. 7 does not modify any of the information previously reported on the Schedule 13D.
Capitalized terms used but not otherwise defined in this Amendment No. 7 shall have the meanings ascribed to them in the Schedule
13D.
Item 4.
Purpose of Transaction
.
Item 4 of the Schedule
13D is hereby amended and supplemented as follows:
Block Sale of
Shares
On June 11, 2019
the Reporting Persons sold 600,000 shares of Common Stock of the Issuer (“Shares”) to Morgan Stanley & Co. LLC
in a block sale at $24.24 per share, which Shares represent greater than 1% (one-percent) of the total number of shares of Common
Stock outstanding of the Issuer, based upon
56,657,191 shares of Common Stock as disclosed
by the Issuer in its annual report 10-K filed with the SEC on May 23, 2019
.
Item 5.
Interest in Securities
of the Issuer
.
Item 5 of the Schedule 13D is hereby
amended and supplemented as follows:
(a) – (b) The information contained
in rows 7, 8, 9, 10, 11 and 13 on each of the cover pages of this Amendment No. 7 is incorporated by reference in its entirety
into this Item 5.
Pursuant to Rule
13d-3 under the Act, the Reporting Persons may be deemed to beneficially own Common Stock as follows: MAK Capital, Mr. Kaufman,
MAK Champion and MAK Fund possess the voting power and dispositive power in respect of 3,439,759 shares.
(c)
Except
for the sales described in Item 4 above and in the Schedule 13D, no Reporting Person has effected any transactions in the shares
of Common Stock during the last 60 days.
Item. 6. Contracts, Arrangements,
Understandings or Relationships with respect to Securities of Issuer.
Item 6 of this Schedule
13D is hereby amended and supplemented as follows
The information
set forth in Item 4 of this Amendment No. 7 is incorporated by reference in its entirety into this Item 6.
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
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Date: June 14, 2019
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MAK CAPITAL ONE L.L.C.
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By:
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/s/ Michael
A. Kaufman
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Michael A. Kaufman,
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Managing Member
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/s/ Michael
A. Kaufman
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MICHAEL A. KAUFMAN
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MAK CHAMPION INVESTMENT LLC
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By:
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MAK CAPITAL FUND LP
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By:
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/s/ Michael
A. Kaufman
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Michael A. Kaufman,
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President
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MAK CAPITAL FUND LP
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By:
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MAK GP LLC, general partner
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By:
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/s/ Michael
A. Kaufman
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Michael A. Kaufman,
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Managing Member
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