CUSIP No. 624580106 13G Page 1 of 14 Pages
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Movado Group, Inc.
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
624580106
(CUSIP Number)
December 5, 2006
(Date of Event Which Requires Filing of this statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
----------------
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act
of 1934 ("Act") or otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 12 Pages
CUSIP No. 624580106 13G Page 2 of 14 Pages
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(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
GLG Partners LP
-----------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [X]
(b) [ ]
-----------------------------------------------------------------------
(3) SEC USE ONLY
-----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
-----------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
0
SHARES --------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
955,389 Shares
OWNED BY --------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
0
REPORTING --------------------------------------------------------
PERSON WITH: (8) SHARED DISPOSITIVE POWER
955,389 Shares
-----------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
955,389 Shares
-----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
-----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
5.01%
-----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
-----------------------------------------------------------------------
CUSIP No. 624580106 13G Page 3 of 14 Pages
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(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
GLG Partners Limited
-----------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [X]
(b) [ ]
-----------------------------------------------------------------------
(3) SEC USE ONLY
-----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
-----------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
0
SHARES --------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
955,389 Shares
OWNED BY --------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
0
REPORTING --------------------------------------------------------
PERSON WITH: (8) SHARED DISPOSITIVE POWER
955,389 Shares
-----------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
955,389 Shares
-----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
-----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
5.01%
-----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA, HC
-----------------------------------------------------------------------
CUSIP No. 624580106 13G Page 4 of 14 Pages
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(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Noam Gottesman
-----------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [X]
(b) [ ]
-----------------------------------------------------------------------
(3) SEC USE ONLY
-----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
-----------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
0
SHARES --------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
955,389 Shares
OWNED BY --------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
0
REPORTING --------------------------------------------------------
PERSON WITH: (8) SHARED DISPOSITIVE POWER
955,389 Shares
-----------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
955,389 Shares
-----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
-----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
5.01%
-----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN, HC
-----------------------------------------------------------------------
CUSIP No. 624580106 13G Page 5 of 14 Pages
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(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Pierre Lagrange
-----------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [X]
(b) [ ]
-----------------------------------------------------------------------
(3) SEC USE ONLY
-----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium
-----------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
0
SHARES --------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
955,389 Shares
OWNED BY --------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
0
REPORTING --------------------------------------------------------
PERSON WITH: (8) SHARED DISPOSITIVE POWER
955,389 Shares
-----------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
955,389 Shares
-----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
-----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
5.01%
-----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN, HC
-----------------------------------------------------------------------
CUSIP No. 624580106 13G Page 6 of 14 Pages
(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Emmanuel Roman
-----------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [X]
(b) [ ]
-----------------------------------------------------------------------
(3) SEC USE ONLY
-----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
France
-----------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
0
SHARES --------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
955,389 Shares
OWNED BY --------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
0
REPORTING --------------------------------------------------------
PERSON WITH: (8) SHARED DISPOSITIVE POWER
955,389 Shares
-----------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
955,389 Shares
-----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
[ ]
-----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
5.01%
-----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN, HC
-----------------------------------------------------------------------
CUSIP No. 624580106 13G Page 7 of 14 Pages
Item 1.
(a) Name of Issuer
Movado Group, Inc., a New York corporation (the "Company").
(b) Address of Issuer's Principal Executive Offices
650 From Road
Paramus, NJ 07652
Item 2(a). Name of Person Filing
This statement is filed by the entities and persons listed below, who
are collectively referred to herein as "Reporting Persons," with
respect to Shares (as defined in Item 2(d) below) of the Company:
INVESTMENT MANAGER
(i) GLG Partners, LP (the "Investment Manager"), with respect to
the Shares held by certain funds to which the Investment
Manager serves as investment manager (collectively, the "GLG
Funds").
GENERAL PARTNER
(ii) GLG Partners Limited (the "General Partner"), which serves as
the general partner of the Investment Manager, with respect to
the Shares held by each of the GLG Funds.
REPORTING INDIVIDUALS
(iii) Mr. Noam Gottesman ("Mr. Gottesman"), with respect to the
Shares held by each of the GLG Funds.
(iv) Mr. Pierre Lagrange ("Mr. Lagrange"), with respect to the
Shares held by each of the GLG Funds.
(v) Mr. Emmanuel Roman ("Mr. Roman"), with respect to the Shares
held by each of the GLG Funds.
Mr. Gottesman, Mr. Lagrange and Mr. Roman are collectively referred to
as the "Reporting Individuals."
The Investment Manager serves as the investment manager to each of the
GLG Funds. The General Partner serves as the general partner to the
Investment Manager. Each of the Reporting Individuals is a Managing
Director of the General Partner.
Item 2(b). Address of Principal Business Office or, if none, Residence
The address of the principal business office of each of the Reporting
Persons is:
c/o GLG Partners LP
1 Curzon Street
London W1J 5HB
United Kingdom
CUSIP No. 624580106 13G Page 8 of 14 Pages
Item 2(c). Citizenship
Citizenship is set forth in Row 4 of the cover page for each Reporting
Person hereto and is incorporated herein by reference for each such
Reporting Person.
Item 2(d) Title of Class of Securities
Common Stock, $0.01 par value per share (the "Shares")
Item 2(e) CUSIP Number
624580106
Item 3. If this statement is filed pursuant to ss.ss.240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
(b) [ ] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Act (15
U.S.C. 78c).
(d) [ ] Investment company registered under Section 8 of the Investment
Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
ss.240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with
ss.240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act of 1940 (15
U.S.C. 80a-3);
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4. Ownership
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
The information required by Items 4(a) - (c) is set forth in Rows 5 -
11 of the cover page for each Reporting Person hereto and is
incorporated herein by reference for each such Reporting Person. The
Company's most recent current report on Form 10-Q that was filed on
December 12, 2006, indicates there were 19,077,906 Shares outstanding
as of November 30, 2006.
The Investment Manager, which serves as the investment manager to each
of the GLG Funds, may be deemed to be the beneficial owner of all
Shares
CUSIP No. 624580106 13G Page 9 of 14 Pages
owned by the GLG Funds. The General Partner, as general partner
to the Investment Manager, may be deemed to be the beneficial owner of
all Shares owned by the GLG Funds. Each of the Reporting Individuals,
as a Managing Director of the General Partner with the power to
exercise investment discretion, may be deemed to be the beneficial
owner of all Shares owned by the GLG Funds. Each of the Investment
Manager, the General Partner, and the Reporting Individuals hereby
disclaims any beneficial ownership of any such Shares, except for their
pecuniary interest therein.
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following: [ ]
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company
Not applicable.
Item 8. Identification and Classification of Members of the Group
See Exhibit I.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
By signing below each of the undersigned certifies that, to the best
of its knowledge and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction
having that purpose or effect.
Exhibits:
Exhibit I: Joint Filing Agreement, dated as of December 15, 2006, by and among
GLG Partners LP, GLG Partners Limited, Noam Gottesman, Pierre Lagrange and
Emmanuel Roman.
Exhibit II: Power of Attorney of Noam Gottesman dated December 8, 2006.
Exhibit III: Power of Attorney of Pierre Lagrange dated December 7, 2006.
Exhibit IV: Power of Attorney of Emmanuel Roman dated December 7, 2006.
CUSIP No. 624580106 13G Page 10 of 14 Pages
SIGNATURES
After reasonable inquiry and to the best of its knowledge and
belief, each of the undersigned certifies that the information with respect to
it set forth in this statement is true, complete, and correct.
Dated: December 15, 2006
GLG PARTNERS LIMITED GLG PARTNERS LP
By: GLG Partners Limited,
as its General Partner
/s/ Emmanuel Roman
---------------------------------
Name: Emmanuel Roman
Title: Attorney-in-Fact for
Noam Gottesman, Managing Director /s/ Emmanuel Roman
---------------------------------
Name: Emmanuel Roman
Title: Attorney-in-Fact for
/s/ Victoria Parry Noam Gottesman, Managing Director
---------------------------------
Name: Victoria Parry
Title: Senior Legal Counsel
/s/ Victoria Parry
---------------------------------
Name: Victoria Parry
Title: Senior Legal Counsel
/s/ Emmanuel Roman
---------------------------------
Emmanuel Roman, individually and
on behalf of Noam Gottesman and
Pierre Lagrange
CUSIP No. 624580106 13G Page 11 of 14 Pages
EXHIBIT I
JOINT FILING AGREEMENT
This will confirm the agreement by and among the undersigned that the Schedule
13G filed with the Securities and Exchange Commission on or about the date
hereof with respect to the beneficial ownership by the undersigned of the Shares
is being filed, and all amendments thereto will be filed, on behalf of each of
the persons and entities named below in accordance with Rule 13d-1(k) under the
Securities Exchange Act of 1934, as amended. This Agreement may be executed in
two or more counterparts, each of which shall be deemed an original, but all of
which together shall constitute one and the same instrument.
Dated as of December 15, 2006
GLG PARTNERS LIMITED GLG PARTNERS LP
By: GLG Partners Limited,
as its General Partner
/s/ Emmanuel Roman
---------------------------------
Name: Emmanuel Roman
Title: Attorney-in-Fact for
Noam Gottesman, Managing Director /s/ Emmanuel Roman
---------------------------------
Name: Emmanuel Roman
Title: Attorney-in-Fact for
/s/ Victoria Parry Noam Gottesman, Managing Director
---------------------------------
Name: Victoria Parry
Title: Senior Legal Counsel
/s/ Victoria Parry
---------------------------------
Name: Victoria Parry
Title: Senior Legal Counsel
/s/ Emmanuel Roman
---------------------------------
Emmanuel Roman, individually and
on behalf of Noam Gottesman and
Pierre Lagrange
CUSIP No. 624580106 13G Page 12 of 14 Pages
EXHIBIT II
POWER OF ATTORNEY
The undersigned hereby makes, constitutes, and appoints each of Pierre Lagrange
and Emmanuel Roman, acting individually, as my agent and attorney-in-fact for
the purpose of executing all Ownership Disclosure Documents (a) in my personal
capacity or (b) in my capacity as equity holder or officer of GLG Partners
Limited, GLG Partners LP, and each affiliate or entity advised by GLG Partners
LP. The term "Ownership Disclosure Documents" means all documents, certificates,
instruments, statements, filings and agreements ("documents") to be filed with
or delivered to any foreign or domestic governmental or regulatory body or
required or requested by any other person or entity pursuant to any legal or
regulatory requirement that relate to the acquisition, ownership, management, or
disposition of securities, futures contracts, or other investments, including
without limitation all documents relating to filings with the Commodity Futures
Trading Commission, the National Futures Association, or the United States
Securities and Exchange Commission (the "SEC") pursuant to the Securities Act of
1933 or the Securities Exchange Act of 1934 (the "Exchange Act") and the rules
and regulations promulgated thereunder (including all documents relating to the
beneficial ownership of securities required to be filed with the SEC pursuant to
Section 13(d) or Section 16(a) of the Exchange Act and any information
statements on Form 13F required to be filed with the SEC pursuant to Section
13(f) of the Exchange Act).
All past acts of these attorneys-in-fact in furtherance of the foregoing are
hereby ratified and confirmed. This power of attorney shall be valid from the
date hereof until revoked by me in writing.
IN WITNESS WHEREOF, I have executed this instrument on December 8, 2006.
NOAM GOTTESMAN
/s/ Noam Gottesman
---------------------------------
Signature
/s/ George Chang
---------------------------------
Witness
CUSIP No. 624580106 13G Page 13 of 14 Pages
EXHIBIT III
POWER OF ATTORNEY
The undersigned hereby makes, constitutes, and appoints each of Noam Gottesman
and Emmanuel Roman, acting individually, as my agent and attorney-in-fact for
the purpose of executing all Ownership Disclosure Documents (a) in my personal
capacity or (b) in my capacity as equity holder or officer of GLG Partners
Limited, GLG Partners LP, and each affiliate or entity advised by GLG Partners
LP. The term "Ownership Disclosure Documents" means all documents, certificates,
instruments, statements, filings and agreements ("documents") to be filed with
or delivered to any foreign or domestic governmental or regulatory body or
required or requested by any other person or entity pursuant to any legal or
regulatory requirement that relate to the acquisition, ownership, management, or
disposition of securities, futures contracts, or other investments, including
without limitation all documents relating to filings with the Commodity Futures
Trading Commission, the National Futures Association, or the United States
Securities and Exchange Commission (the "SEC") pursuant to the Securities Act of
1933 or the Securities Exchange Act of 1934 (the "Exchange Act") and the rules
and regulations promulgated thereunder (including all documents relating to the
beneficial ownership of securities required to be filed with the SEC pursuant to
Section 13(d) or Section 16(a) of the Exchange Act and any information
statements on Form 13F required to be filed with the SEC pursuant to Section
13(f) of the Exchange Act).
All past acts of these attorneys-in-fact in furtherance of the foregoing are
hereby ratified and confirmed. This power of attorney shall be valid from the
date hereof until revoked by me in writing.
IN WITNESS WHEREOF, I have executed this instrument on December 7, 2006.
PIERRE LAGRANGE
/s/ Pierre Lagrange
---------------------------------
Signature
/s/ George Chang
---------------------------------
Witness
CUSIP No. 624580106 13G Page 14 of 14 Pages
EXHIBIT IV
POWER OF ATTORNEY
The undersigned hereby makes, constitutes, and appoints each of Noam Gottesman
and Pierre Lagrange, acting individually, as my agent and attorney-in-fact for
the purpose of executing all Ownership Disclosure Documents (a) in my personal
capacity or (b) in my capacity as equity holder or officer of GLG Partners
Limited, GLG Partners LP, and each affiliate or entity advised by GLG Partners
LP. The term "Ownership Disclosure Documents" means all documents, certificates,
instruments, statements, filings and agreements ("documents") to be filed with
or delivered to any foreign or domestic governmental or regulatory body or
required or requested by any other person or entity pursuant to any legal or
regulatory requirement that relate to the acquisition, ownership, management, or
disposition of securities, futures contracts, or other investments, including
without limitation all documents relating to filings with the Commodity Futures
Trading Commission, the National Futures Association, or the United States
Securities and Exchange Commission (the "SEC") pursuant to the Securities Act of
1933 or the Securities Exchange Act of 1934 (the "Exchange Act") and the rules
and regulations promulgated thereunder (including all documents relating to the
beneficial ownership of securities required to be filed with the SEC pursuant to
Section 13(d) or Section 16(a) of the Exchange Act and any information
statements on Form 13F required to be filed with the SEC pursuant to Section
13(f) of the Exchange Act).
All past acts of these attorneys-in-fact in furtherance of the foregoing are
hereby ratified and confirmed. This power of attorney shall be valid from the
date hereof until revoked by me in writing.
IN WITNESS WHEREOF, I have executed this instrument on December 7, 2006.
EMMANUEL ROMAN
/s/ Emmanuel Roman
---------------------------------
Signature
/s/ George Chang
---------------------------------
Witness