Edgar Filing: PLATINUM EQUITY LLC

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF 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

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â K EQUITY, LLC

2. Date of Event Requiring Statement (Month/Day/Year)
06/30/2009

3. Issuer Name and Ticker or Trading Symbol
KEMET CORP [KEME.OB]

(Last)

(First)

(Middle)

360 NORTH CRESCENT DRIVE,Â SOUTH BUILDING

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
Refer to Remarks section

5. If Amendment, Date Original Filed(Month/Day/Year)
07/10/2009

(Street)

BEVERLY HILLS,Â CAÂ 90210

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security
(Instr. 4)

2. Amount of Securities Beneficially Owned
(Instr. 4)

3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)

4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	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.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrant (right to buy)	Â ⁽¹⁾	06/30/2019	Common Stock, $0.01 Par Value	80,544,685 ⁽¹⁾	$ 0.5 ⁽¹⁾	D ⁽²⁾ ⁽³⁾	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
K EQUITY, LLC 360 NORTH CRESCENT DRIVE SOUTH BUILDING BEVERLY HILLS,Â CAÂ 90210	Â	Â X	Â	Refer to Remarks section
K FINANCING, LLC 360 NORTH CRESCENT DRIVE SOUTH BUILDING BEVERLY HILLS,Â CAÂ 90210	Â	Â X	Â	Refer to Remarks section
K Holdings, LLC 360 NORTH CRESCENT DRIVE SOUTH BUILDING BEVERLY HILLS,Â CAÂ 90210	Â	Â X	Â	Refer to Remarks section
Platinum Equity Capital Partners II LP 360 NORTH CRESCENT DRIVE SOUTH BUILDING BEVERLY HILLS,Â CAÂ 90210	Â	Â X	Â	Refer to Remarks section
Platinum Equity Partners II, LLC 360 NORTH CRESCENT DRIVE SOUTH BUILDING BEVERLY HILLS,Â CAÂ 90210	Â	Â X	Â	Refer to Remarks section
Platinum Equity Investment Holdings II, LLC 360 NORTH CRESCENT DRIVE SOUTH BUILDING BEVERLY HILLS,Â CAÂ 90210	Â	Â X	Â	Refer to Remarks section
PLATINUM EQUITY LLC 360 NORTH CRESCENT DRIVE SOUTH BUILDING BEVERLY HILLS,Â CAÂ 90210	Â	Â X	Â	Refer to Remarks section
Gores Tom 360 NORTH CRESCENT DRIVE SOUTH BUILDING BEVERLY HILLS,Â CAÂ 90210	Â	Â X	Â	Refer to Remarks section

Signatures

/s/ K Financing, LLC, by Eva Kalawski, authorized signatory		10/02/2009
^**Signature of Reporting Person		Date
/s/ K Equity, LLC, by K Holdings, LLC, by Eva Kalawski, authorized signatory		10/02/2009
^**Signature of Reporting Person		Date
/s/ K Holdings, LLC, by Eva Kalawski, authorized signatory		10/02/2009
^**Signature of Reporting Person		Date
/s/ Platinum Equity Capital Partners II, L.P., by Platinum Equity Partners II, LLC, its general partner, by Platinum Equity Investment Holdings II, LLC, its senior managing member, by Eva Kalawski, authorized signatory		10/02/2009
^**Signature of Reporting Person		Date
/s/ Platinum Equity Partners II, LLC, by Platinum Equity Investment Holdings II, LLC, its senior managing member, by Eva Kalawski, authorized signatory		10/02/2009
^**Signature of Reporting Person		Date
/s/ Platinum Equity Investment Holdings II, LLC, by Eva Kalawski, authorized signatory		10/02/2009
^**Signature of Reporting Person		Date
/s/ Platinum Equity, LLC, by Eva Kalawski, authorized signatory		10/02/2009
^**Signature of Reporting Person		Date
/s/ Tom Gores*, by Mary Ann Sigler, attorney-in-fact		10/02/2009
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(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)	As of the date hereof, this warrant is exercisable for 80,544,685 shares of the Issuer's common stock at an exercise price of $0.50 per share. The number of shares of common stock issuable under the warrant and the exercise price of the warrant are subject to certain adjustments including, among other matters, so long as any of the Issuer's 2.25% Convertible Senior Notes due 2026 (the "Notes") remain outstanding (excluding for this purpose any Notes beneficially owned by the Reporting Persons or any of their affiliates), in the event of certain issuances by the Issuer of additional shares of common stock such that the warrant will continue to represent the right to purchase up to 49.9% of the Issuer's outstanding common stock on a post-warrant basis at a maximum aggregate purchase price of $40,272,343. The warrant expires on June 30, 2019.
(2)	The warrant is held directly by K Equity, LLC ("K Equity"). The warrant was acquired by K Financing, LLC ("K Financing") on June 30, 3009 and was subsequently assigned by K Financing to K Equity on July 9, 2009. Both K Financing and K Equity are wholly-owned subsidiaries of K Holdings, LLC ("K Holdings"). The warrant is held indirectly by (i) K Holdings, as the sole member of both K Financing and K Equity, (ii) Platinum Equity Capital Partners II, L.P. ("PECP II"), the controlling member of K Holdings, (iii) Platinum Equity Partners II, LLC ("Platinum Partners"), the general partner of PECP II, (iv) Platinum Equity Investment Holdings II, LLC ("Platinum Investment"), the senior managing member of Platinum Partners, (v) Platinum Equity, LLC ("Platinum Equity"), the sole member of Platinum Investment, and (vi) Tom Gores, the ultimate beneficial owner and Chairman of Platinum Equity.
(3)	The entities/persons listed in Item 1 above, may be deemed to beneficially own the securities reported herein and owned directly by K Equity. Each of such entities/persons disclaims beneficial ownership of such securities, and this report shall not be deemed an admission that such reporting person is the beneficial owner of the securities for the purpose of Section 16 or for any other purpose, except to the extent of such reporting person's pecuniary interest therein.
Â Remarks: ThisÂ amendmentÂ isÂ beingÂ filedÂ toÂ (i)Â includeÂ EDGARÂ codesÂ forÂ eachÂ ofÂ theÂ jointÂ filersÂ identifiedÂ inÂ theÂ originalÂ filingÂ ofÂ thisÂ Form 3Â andÂ (ii)Â checkÂ theÂ correspondingÂ boxÂ inÂ ItemÂ 6Â above. ThisÂ reportÂ isÂ filedÂ jointlyÂ byÂ KÂ Equity,Â LLC,Â KÂ Financing,Â LLC,Â KÂ Holdings,Â LLC,Â PlatinumÂ EquityÂ CapitalÂ PartnersÂ II,Â L.P.,Â Platinum EquityÂ PartnersÂ II,Â LLC,Â PlatinumÂ EquityÂ InvestmentÂ HoldingsÂ II,Â LLC,Â PlatinumÂ Equity,Â LLC,Â andÂ TomÂ Gores,Â allÂ ofÂ whomÂ mayÂ beÂ deemed toÂ beneficiallyÂ ownÂ moreÂ thanÂ 10%Â ofÂ aÂ classÂ ofÂ theÂ Issuer'sÂ securities.Â Â TheÂ addressÂ ofÂ eachÂ reportingÂ personÂ isÂ 360Â NorthÂ Crescent Drive,Â SouthÂ Building,Â BeverlyÂ Hills,Â CaliforniaÂ 90210.

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