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OMB APPROVAL |
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OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden Hours per response . . . . 14.5 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2) *
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The Sherwin-Williams Company |
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(Name of Issuer)
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Common Stock, par value $1.00 per share |
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(Title of Class of Securities)
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824348106 |
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(Cusip Number)
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Mark C. Wehrly Farallon Capital Management, L.L.C. One Maritime Plaza, Suite 2100 San Francisco, California 94111 (415) 421-2132 |
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(Name, Address, and Telephone Number of Person Authorized to Receive Notices and Communications)
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September 17, 2008 |
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(Date of Event which Requires Filing of this Statement)
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If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box o.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies are to be sent.
* 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 disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose 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).
13D
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CUSIP No. 824348106 |
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1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Farallon Capital Partners, L.P. |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. |
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3 |
SEC USE ONLY
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4 |
SOURCE OF FUNDS (See Instructions)
N/A |
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5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
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6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
California |
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NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
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8 |
SHARED VOTING POWER
726,200 |
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9 |
SOLE DISPOSITIVE POWER
-0- |
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10 |
SHARED DISPOSITIVE POWER
726,200 |
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11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
726,200 |
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12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
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13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.6% |
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14 |
TYPE OF REPORTING PERSON (See Instructions)
PN |
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13D
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CUSIP No. 824348106 |
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1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Farallon Capital Institutional Partners, L.P. |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. |
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3 |
SEC USE ONLY
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4 |
SOURCE OF FUNDS (See Instructions)
N/A |
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5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
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6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
California |
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NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
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8 |
SHARED VOTING POWER
712,900 |
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9 |
SOLE DISPOSITIVE POWER
-0- |
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10 |
SHARED DISPOSITIVE POWER
712,900 |
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11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
712,900 |
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12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
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13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.6% |
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14 |
TYPE OF REPORTING PERSON (See Instructions)
PN |
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13D
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CUSIP No. 824348106 |
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1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Farallon Capital Institutional Partners II, L.P. |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. |
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3 |
SEC USE ONLY
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4 |
SOURCE OF FUNDS (See Instructions)
N/A |
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5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
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6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
California |
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NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
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8 |
SHARED VOTING POWER
42,300 |
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9 |
SOLE DISPOSITIVE POWER
-0- |
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10 |
SHARED DISPOSITIVE POWER
42,300 |
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11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
42,300 |
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12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
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13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% |
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14 |
TYPE OF REPORTING PERSON (See Instructions)
PN |
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13D
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CUSIP No. 824348106 |
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1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Farallon Capital Institutional Partners III, L.P. |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. |
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3 |
SEC USE ONLY
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4 |
SOURCE OF FUNDS (See Instructions)
N/A |
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5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
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6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
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NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
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8 |
SHARED VOTING POWER
52,700 |
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9 |
SOLE DISPOSITIVE POWER
-0- |
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10 |
SHARED DISPOSITIVE POWER
52,700 |
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11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
52,700 |
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12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
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13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% |
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14 |
TYPE OF REPORTING PERSON (See Instructions)
PN |
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13D
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CUSIP No. 824348106 |
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1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Tinicum Partners, L.P. |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. |
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3 |
SEC USE ONLY
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4 |
SOURCE OF FUNDS (See Instructions)
N/A |
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5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
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6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
New York |
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NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
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8 |
SHARED VOTING POWER
-0- |
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9 |
SOLE DISPOSITIVE POWER
-0- |
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10 |
SHARED DISPOSITIVE POWER
-0- |
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|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- |
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12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
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13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% |
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14 |
TYPE OF REPORTING PERSON (See Instructions)
PN |
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13D
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CUSIP No. 824348106 |
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1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Farallon Capital Offshore Investors II, L.P. |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. |
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3 |
SEC USE ONLY
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4 |
SOURCE OF FUNDS (See Instructions)
N/A |
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5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
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6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands |
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NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
1,097,300 |
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9 |
SOLE DISPOSITIVE POWER
-0- |
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10 |
SHARED DISPOSITIVE POWER
1,097,300 |
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|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,097,300 |
||
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12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
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13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.9% |
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14 |
TYPE OF REPORTING PERSON (See Instructions)
PN |
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13D
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CUSIP No. 824348106 |
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1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Farallon Capital Management, L.L.C. |
||
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
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3 |
SEC USE ONLY
|
||
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4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
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5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
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6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
||
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NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
2,271,700 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
2,271,700 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,271,700 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.9% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IA, OO |
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13D
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CUSIP No. 824348106 |
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1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Farallon Partners, L.L.C. |
||
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
2,631,400 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
2,631,400 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,631,400 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
OO |
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13D
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CUSIP No. 824348106 |
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1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
William F. Duhamel |
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
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3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||
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NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
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13D
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CUSIP No. 824348106 |
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1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Richard B. Fried |
||
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
13D
|
CUSIP No. 824348106 |
|
|
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Monica R. Landry |
||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
13D
|
CUSIP No. 824348106 |
|
|
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Douglas M. MacMahon |
||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
13D
|
CUSIP No. 824348106 |
|
|
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
William F. Mellin |
||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
13D
|
CUSIP No. 824348106 |
|
|
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Stephen L. Millham |
||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
13D
|
CUSIP No. 824348106 |
|
|
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Jason E. Moment |
||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
13D
|
CUSIP No. 824348106 |
|
|
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Ashish H. Pant |
||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
India |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
13D
|
CUSIP No. 824348106 |
|
|
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Rajiv A. Patel |
||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
13D
|
CUSIP No. 824348106 |
|
|
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Derek C. Schrier [See Item 2] |
||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
-0- |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
-0- |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
13D
|
CUSIP No. 824348106 |
|
|
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Andrew J. M. Spokes |
||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
13D
|
CUSIP No. 824348106 |
|
|
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Thomas F. Steyer |
||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
13D
|
CUSIP No. 824348106 |
|
|
1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Mark C. Wehrly |
||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ X ]** ** The reporting persons making this filing hold an aggregate of 4,903,100 Shares, which is 4.2% of the class of securities. The reporting person on this cover page, however, may be deemed a beneficial owner only of the securities reported by it on this cover page. |
||
|
3 |
SEC USE ONLY
|
||
|
4 |
SOURCE OF FUNDS (See Instructions)
N/A |
||
|
5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
|
||
|
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||
|
NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
|
|
8 |
SHARED VOTING POWER
4,903,100 |
||
|
9 |
SOLE DISPOSITIVE POWER
-0- |
||
|
10 |
SHARED DISPOSITIVE POWER
4,903,100 |
||
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,903,100 |
||
|
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ]
|
||
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2% |
||
|
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
||
This Amendment No. 2 to Schedule 13D amends the Schedule 13D initially filed on February 4, 2008 (together with all prior and current amendments thereto, the “Schedule 13D”).
Item 2. Identity And Background
Item 2 is amended and restated in its entirety as follows:
(a) This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the “Reporting Persons”:
The Farallon Funds
|
|
(i) |
Farallon Capital Partners, L.P., a California limited partnership (“FCP”), with respect to the Shares held by it; |
|
|
(ii) |
Farallon Capital Institutional Partners, L.P., a California limited partnership (“FCIP”), with respect to the Shares held by it; |
|
|
(iii) |
Farallon Capital Institutional Partners II, L.P., a California limited partnership (“FCIP II”), with respect to the Shares held by it; |
|
|
(iv) |
Farallon Capital Institutional Partners III, L.P., a Delaware limited partnership (“FCIP III”), with respect to the Shares held by it; |
|
|
(v) |
Tinicum Partners, L.P., a New York limited partnership (“Tinicum”), with respect to the Shares held by it; and |
|
|
(vi) |
Farallon Capital Offshore Investors II, L.P., a Cayman Islands exempted limited partnership (“FCOI II”), with respect to the Shares held by it. |
FCP, FCIP, FCIP II, FCIP III, Tinicum and FCOI II are together referred to herein as the “Farallon Funds.”
The Management Company
|
|
(vii) |
Farallon Capital Management, L.L.C., a Delaware limited liability company (the “Management Company”), with respect to the Shares held by an account managed by the Management Company (the “Managed Account”). |
The Farallon General Partner
|
|
(viii) |
Farallon Partners, L.L.C., a Delaware limited liability company which is the general partner of each of the Farallon Funds (the “Farallon General Partner”), with respect to the Shares held by each of the Farallon Funds. |
The Farallon Managing Members
|
|
(ix) |
Each of the following persons who is, or with respect to Schrier (as defined below) was, a managing member of both the Farallon General Partner and the Management Company, with respect to the Shares held by the Farallon Funds and the Managed Account: William F. Duhamel (“Duhamel”), Richard B. Fried (“Fried”), Monica R. Landry (“Landry”), Douglas M. MacMahon (“MacMahon”), William F. Mellin (“Mellin”), Stephen L. Millham (“Millham”), Jason E. Moment (“Moment”), Ashish H. Pant (“Pant”), Rajiv A. Patel (“Patel”), Derek C. Schrier (“Schrier”), Andrew J. M. Spokes (“Spokes”), Thomas F. Steyer (“Steyer”) and Mark C. Wehrly (“Wehrly”). |
Duhamel, Fried, Landry, MacMahon, Mellin, Millham, Moment, Pant, Patel, Schrier, Spokes, Steyer and Wehrly are together referred to herein as the “Farallon Individual Reporting Persons.”
This Schedule 13D reports that effective as of May 27, 2008, Schrier had resigned as a managing member of the Farallon General Partner and the Management Company and ceased to have investment discretion with respect to the securities beneficially owned by such entities as of such date. As such, Schrier ceased to be deemed a beneficial owner of the securities beneficially owned by such entities.
(b) The address of the principal business office of (i) the Farallon Funds, the Farallon General Partner and the Management Company is One Maritime Plaza, Suite 2100, San Francisco, California 94111 and (ii) each of the Farallon Individual Reporting Persons is set forth in Annex 1 hereto.
(c) The principal business of each of the Farallon Funds is that of a private investment fund engaging in the purchase and sale of investments for its own account. The principal business of the Farallon General Partner is to act as the general partner of the Farallon Funds. The principal business of the Management Company is that of a registered investment adviser. The principal business of each of the Farallon Individual Reporting Persons is set forth in Annex 1 hereto.
(d) None of the Reporting Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) None of the Reporting Persons has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) The citizenship of each of the Farallon Funds, the Farallon General Partner and the Management Company is set forth above.
The other information required by Item 2 relating to the identity and background of the Reporting Persons is set forth in Annex 1 hereto.
Item 5. Interest In Securities Of The Issuer
Item 5 is amended and restated in its entirety as follows:
|
|
(a) |
The Farallon Funds |
|
|
(a),(b) |
The information set forth in Rows 7 through 13 of the cover page hereto for each Farallon Fund is incorporated herein by reference for each such Farallon Fund. The percentage amount set forth in Row 13 for all cover pages filed herewith is calculated based upon the 117,461,490 Shares outstanding as of June 30, 2008, as reported by the Company in its Quarterly Report on Form 10-Q for the period ended June 30, 2008, filed with the Securities and Exchange Commission on July 22, 2008. |
|
|
(c) |
The trade dates, number of Shares purchased or sold and the price per Share (including commissions) for all purchases and sales of the Shares by the Farallon Funds in the past 60 days are set forth on Schedules A-E hereto and are incorporated herein by reference. All of such transactions were open-market transactions. |
|
|
(d) |
The Farallon General Partner has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, all of the Shares held by the Farallon Funds as reported herein. The Farallon Individual Reporting Persons are managing members of the Farallon General Partner. |
|
|
(e) |
As of September 17, 2008, each of the Farallon Funds ceased to be the beneficial owner of more than five percent of the class of securities. |
|
|
(b) |
The Management Company |
|
|
(a),(b) |
The information set forth in Rows 7 through 13 of the cover page hereto for the Management Company is incorporated herein by reference. |
|
|
(c) |
The trade dates, number of Shares purchased or sold and the price per Share (including commissions) for all purchases and sales of the Shares by the Management Company on behalf of the Managed Account in the past 60 days are set forth on Schedule F hereto and are incorporated herein by reference. All of such transactions were open-market transactions. |
|
|
(d) |
The Management Company has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, all of the Shares held by the Managed Account as reported herein. The Farallon Individual Reporting Persons are managing members of the Management Company.
|
|
|
(e) |
As of September 17, 2008, the Management Company may no longer be deemed the beneficial owner of more than five percent of the class of securities. |
|
|
(c) |
The Farallon General Partner |
|
|
(a),(b) |
The information set forth in Rows 7 through 13 of the cover page hereto for the Farallon General Partner is incorporated herein by reference. |
|
|
(c) |
None. |
|
|
(d) |
The Farallon General Partner has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, all of the Shares held by the Farallon Funds as reported herein. The Farallon Individual Reporting Persons are managing members of the Farallon General Partner. |
|
|
(e) |
As of September 17, 2008, the Farallon General Partner may no longer be deemed the beneficial owner of more than five percent of the class of securities. |
|
|
(d) |
The Farallon Individual Reporting Persons |
|
|
(a),(b) |
The information set forth in Rows 7 through 13 of the cover page hereto for each Farallon Individual Reporting Person is incorporated herein by reference for each such Farallon Individual Reporting Person. |
|
|
(c) |
None. |
|
|
(d) |
The Farallon General Partner has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, all of the Shares held by the Farallon Funds as reported herein. The Management Company has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, all the Shares held by the Managed Account as reported herein. The Farallon Individual Reporting Persons are managing members of both the Farallon General Partner and the Management Company. |
|
|
(e) |
As of May 27, 2008, Schrier may no longer be deemed the beneficial owner of more than five percent of the class of securities. As of September 17, 2008, each of the other Farallon Individual Reporting Persons may no longer be deemed the beneficial owner of more than five percent of the class of securities. |
The Shares reported hereby for the Farallon Funds are owned directly by the Farallon Funds and those reported by the Management Company on behalf of the Managed Account are owned directly by the Managed Account. The Management Company, as investment adviser to the
Managed Account, may be deemed to be the beneficial owner of all such Shares owned by the Managed Account. The Farallon General Partner, as general partner to the Farallon Funds, may be deemed to be the beneficial owner of all such Shares owned by the Farallon Funds. The Farallon Individual Reporting Persons, other than Schrier, as managing members of both the Farallon General Partner and the Management Company with the power to exercise investment discretion, may each be deemed to be the beneficial owner of all such Shares owned by the Farallon Funds and the Managed Account. Each of the Management Company, the Farallon General Partner and the Farallon Individual Reporting Persons hereby disclaims any beneficial ownership of any such Shares.
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated: September 29, 2008
/s/ Monica R. Landry
FARALLON PARTNERS, L.L.C.,
On its own behalf and
as the General Partner of
FARALLON CAPITAL PARTNERS, L.P.,
FARALLON CAPITAL INSTITUTIONAL PARTNERS, L.P.,
FARALLON CAPITAL INSTITUTIONAL PARTNERS II, L.P.,
FARALLON CAPITAL INSTITUTIONAL PARTNERS III, L.P.,
TINICUM PARTNERS, L.P. and
FARALLON CAPITAL OFFSHORE INVESTORS II, L.P.
By Monica R. Landry,
Managing Member
/s/ Monica R. Landry
FARALLON CAPITAL MANAGEMENT, L.L.C.
By Monica R. Landry,
Managing Member
/s/ Monica R. Landry
Monica R. Landry, individually and as attorney-in-fact for each of William F. Duhamel, Richard B. Fried, Douglas M. MacMahon, William F. Mellin, Stephen L. Millham, Jason E. Moment, Ashish H. Pant, Rajiv A. Patel, Derek C. Schrier, Andrew J. M. Spokes, Thomas F. Steyer and Mark C. Wehrly
The Power of Attorney executed by each of Duhamel, Fried, MacMahon, Mellin, Millham, Moment, Pant, Patel, Schrier, Steyer and Wehrly authorizing Landry to sign and file this Schedule 13D on his behalf, which was filed with the Schedule 13D filed with the Securities and Exchange Commission on July 2, 2007 by such Reporting Persons with respect to the Common Stock of Armor Holdings, Inc., is hereby incorporated by reference. The Power of Attorney executed by Spokes authorizing Landry to sign and file this Schedule 13D on his behalf, which was filed with the Schedule 13D filed with the Securities and Exchange Commission on August 28, 2007 by such Reporting Person with respect to the Common Stock of Global Gold Corporation, is hereby incorporated by reference.
ANNEX 1
Set forth below with respect to the Management Company and the Farallon General Partner is the following information: (a) name; (b) address; (c) principal business; (d) state of organization; and (e) controlling persons. Set forth below with respect to each Farallon Individual Reporting Person is the following information: (a) name; (b) business address; (c) principal occupation; and (d) citizenship.
|
1. |
The Management Company |
|
|
(a) |
Farallon Capital Management, L.L.C. |
|
|
(b) |
One Maritime Plaza, Suite 2100 |
San Francisco, California 94111
|
|
(c) |
Serves as investment adviser to various managed accounts |
|
|
(d) |
Delaware limited liability company |
|
|
(e) |
Managing Members: Thomas F. Steyer, Senior Managing Member; William F. Duhamel, Alice F. Evarts, Richard B. Fried, Monica R. Landry, Douglas M. MacMahon, William F. Mellin, Stephen L. Millham, Jason E. Moment, Ashish H. Pant, Rajiv A. Patel, Andrew J. M. Spokes, Gregory S. Swart and Mark C. Wehrly, Managing Members. |
|
2. |
The Farallon General Partner |
|
|
(a) |
Farallon Partners, L.L.C. |
|
|
(b) |
c/o Farallon Capital Management, L.L.C. |
One Maritime Plaza, Suite 2100
San Francisco, California 94111
|
|
(c) |
Serves as general partner to investment partnerships |
|
|
(d) |
Delaware limited liability company |
|
|
(e) |
Managing Members: Thomas F. Steyer, Senior Managing Member; William F. Duhamel, Alice F. Evarts, Richard B. Fried, Monica R. Landry, Douglas M. MacMahon, William F. Mellin, Stephen L. Millham, Jason E. Moment, Ashish H. Pant, Rajiv A. Patel, Andrew J. M. Spokes, Gregory S. Swart and Mark C. Wehrly, Managing Members. |
|
3. |
Managing Members of the Management Company and the Farallon General Partner |
Each of the managing members of the Management Company and the Farallon General Partner other than Ashish H. Pant, Andrew J. M. Spokes and Gregory S. Swart is a citizen of the United States. Ashish H. Pant is a citizen of India. Andrew J. M. Spokes is a citizen of the United Kingdom. Gregory S. Swart is a citizen of New Zealand. The business address of each of the managing members of the Management Company and the Farallon General Partner is c/o Farallon Capital Management, L.L.C., One Maritime Plaza, Suite 2100, San Francisco, California 94111. The principal occupation of Thomas F. Steyer is serving as senior managing member of both the Management Company and the Farallon General Partner. The principal occupation of each other managing member of the Management
Company and the Farallon General Partner is serving as a managing member of both the Management Company and the Farallon General Partner. None of the managing members of the Management Company and the Farallon General Partner has any additional information to disclose with respect to Items 2-6 of the Schedule 13D that is not already disclosed in the Schedule 13D.
SCHEDULE A
FARALLON CAPITAL PARTNERS, L.P.
|
TRADE DATE |
NO. OF SHARES SOLD |
PRICE PER SHARE |
|
9/10/2008 |
5,600 |
$59.26 |
|
9/10/2008 |
3,300 |
$59.26 |
|
9/10/2008 |
1,100 |
$59.26 |
|
9/10/2008 |
2,900 |
$59.46 |
|
9/15/2008 |
800 |
$62.38 |
|
9/15/2008 |
5,400 |
$62.38 |
|
9/15/2008 |
19,100 |
$62.38 |
|
9/15/2008 |
13,300 |
$61.75 |
|
9/15/2008 |
10,400 |
$61.75 |
|
9/16/2008 |
1,600 |
$60.35 |
|
9/16/2008 |
4,800 |
$60.76 |
|
9/16/2008 |
10,500 |
$60.76 |
|
9/16/2008 |
10,800 |
$60.76 |
|
9/16/2008 |
800 |
$60.30 |
|
9/16/2008 |
24,300 |
$60.30 |
|
9/16/2008 |
200 |
$60.30 |
|
9/17/2008 |
1,500 |
$60.23 |
|
9/17/2008 |
700 |
$60.23 |
|
9/17/2008 |
12,800 |
$60.23 |
|
9/17/2008 |
13,300 |
$60.23 |
|
9/17/2008 |
4,100 |
$60.23 |
|
9/17/2008 |
9,500 |
$60.16 |
|
9/17/2008 |
4,900 |
$60.16 |
|
9/17/2008 |
9,900 |
$60.16 |
|
9/17/2008 |
8,000 |
$60.16 |
|
9/17/2008 |
2,600 |
$60.16 |
|
9/17/2008 |
6,100 |
$60.16 |
|
9/17/2008 |
1,200 |
$60.16 |
|
9/17/2008 |
3,700 |
$60.16 |
|
9/18/2008 |
17,000 |
$58.60 |
|
9/18/2008 |
2,900 |
$56.52 |
|
9/19/2008 |
4,600 |
$61.64 |
|
9/19/2008 |
8,100 |
$61.64 |
|
9/19/2008 |
13,400 |
$61.64 |
|
9/19/2008 |
4,700 |
$62.37 |
|
9/19/2008 |
8,000 |
$62.37 |
|
9/19/2008 |
9,400 |
$61.64 |
|
9/24/2008 |
600 |
$59.08 |
|
9/24/2008 |
13,800 |
$59.08 |
|
9/24/2008 |
1,200 |
$59.08 |
|
9/24/2008 |
1,800 |
$59.08 |
|
9/24/2008 |
7,100 |
$59.05 |
|
9/24/2008 |
2,400 |
$59.05 |
|
9/25/2008 |
6,100 |
$59.64 |
|
9/25/2008 |
2,548 |
$59.64 |
|
9/25/2008 |
10,852 |
$59.64 |
|
9/25/2008 |
7,400 |
$59.64 |
|
9/26/2008 |
9,800 |
$60.25 |
|
9/26/2008 |
14,800 |
$60.25 |
|
9/26/2008 |
8,800 |
$60.25 |
|
9/26/2008 |
5,400 |
$60.25 |
|
9/26/2008 |
11,400 |
$60.25 |
|
9/26/2008 |
400 |
$60.25 |
SCHEDULE B
FARALLON CAPITAL INSTITUTIONAL PARTNERS, L.P.
|
TRADE DATE |
NO. OF SHARES SOLD |
PRICE PER SHARE |
|
9/10/2008 |
2,600 |
$59.26 |
|
9/10/2008 |
6,900 |
$59.26 |
|
9/10/2008 |
2,800 |
$59.46 |
|
9/15/2008 |
1,600 |
$62.38 |
|
9/15/2008 |
2,800 |
$62.38 |
|
9/15/2008 |
4,100 |
$62.38 |
|
9/15/2008 |
4,300 |
$62.38 |
|
9/15/2008 |
9,800 |
$62.38 |
|
9/15/2008 |
1,400 |
$62.38 |
|
9/15/2008 |
3,600 |
$61.75 |
|
9/15/2008 |
4,300 |
$61.75 |
|
9/15/2008 |
4,500 |
$61.75 |
|
9/15/2008 |
10,100 |
$61.75 |
|
9/16/2008 |
1,500 |
$60.35 |
|
9/16/2008 |
2,900 |
$60.76 |
|
9/16/2008 |
1,000 |
$60.76 |
|
9/16/2008 |
600 |
$60.76 |
|
9/16/2008 |
7,200 |
$60.76 |
|
9/16/2008 |
7,700 |
$60.76 |
|
9/16/2008 |
5,400 |
$60.76 |
|
9/16/2008 |
2,400 |
$60.30 |
|
9/16/2008 |
3,000 |
$60.30 |
|
9/16/2008 |
9,900 |
$60.30 |
|
9/16/2008 |
6,100 |
$60.30 |
|
9/16/2008 |
2,000 |
$60.30 |
|
9/16/2008 |
600 |
$60.30 |
|
9/17/2008 |
7,800 |
$60.23 |
|
9/17/2008 |
1,600 |
$60.23 |
|
9/17/2008 |
11,300 |
$60.23 |
|
9/17/2008 |
10,000 |
$60.23 |
|
9/17/2008 |
900 |
$60.16 |
|
9/17/2008 |
22,100 |
$60.16 |
|
9/17/2008 |
11,300 |
$60.16 |
|
9/17/2008 |
9,200 |
$60.16 |
|
9/18/2008 |
19,000 |
$58.60 |
|
9/18/2008 |
3,300 |
$56.52 |
|
9/19/2008 |
12,200 |
$61.64 |
|
9/19/2008 |
1,900 |
$61.64 |
|
9/19/2008 |
9,100 |
$61.64 |
|
9/19/2008 |
1,600 |
$61.64 |
|
9/19/2008 |
7,700 |
$62.37 |
|
9/19/2008 |
3,009 |
$62.37 |
|
9/19/2008 |
1,291 |
$62.37 |
|
9/19/2008 |
10,500 |
$61.64 |
|
9/24/2008 |
11,800 |
$59.08 |
|
9/24/2008 |
4,700 |
$59.08 |
|
9/24/2008 |
9,000 |
$59.05 |
|
9/25/2008 |
6,800 |
$59.64 |
|
9/25/2008 |
17,700 |
$59.64 |
|
9/25/2008 |
1,000 |
$59.64 |
|
9/26/2008 |
11,100 |
$60.25 |
|
9/26/2008 |
7,600 |
$60.25 |
|
9/26/2008 |
16,700 |
$60.25 |
|
9/26/2008 |
5,000 |
$60.25 |
|
9/26/2008 |
4,700 |
$60.25 |
|
9/26/2008 |
2,900 |
$60.25 |
SCHEDULE C
FARALLON CAPITAL INSTITUTIONAL PARTNERS II, L.P.
|
TRADE DATE |
NO. OF SHARES SOLD |
PRICE PER SHARE |
|
9/10/2008 |
500 |
$59.26 |
|
9/10/2008 |
100 |
$59.26 |
|
9/10/2008 |
200 |
$59.46 |
|
9/15/2008 |
100 |
$62.38 |
|
9/15/2008 |
200 |
$62.38 |
|
9/15/2008 |
300 |
$62.38 |
|
9/15/2008 |
800 |
$62.38 |
|
9/15/2008 |
200 |
$61.75 |
|
9/15/2008 |
300 |
$61.75 |
|
9/15/2008 |
300 |
$61.75 |
|
9/15/2008 |
500 |
$61.75 |
|
9/16/2008 |
100 |
$60.35 |
|
9/16/2008 |
1,300 |
$60.76 |
|
9/16/2008 |
100 |
$60.76 |
|
9/16/2008 |
700 |
$60.30 |
|
9/16/2008 |
700 |
$60.30 |
|
9/17/2008 |
100 |
$60.23 |
|
9/17/2008 |
800 |
$60.23 |
|
9/17/2008 |
900 |
$60.23 |
|
9/17/2008 |
900 |
$60.16 |
|
9/17/2008 |
100 |
$60.16 |
|
9/17/2008 |
400 |
$60.16 |
|
9/17/2008 |
1,000 |
$60.16 |
|
9/17/2008 |
100 |
$60.16 |
|
9/18/2008 |
1,300 |
$58.60 |
|
9/18/2008 |
200 |
$56.52 |
|
9/19/2008 |
1,100 |
$61.64 |
|
9/19/2008 |
300 |
$61.64 |
|
9/19/2008 |
700 |
$62.37 |
|
9/19/2008 |
700 |
$61.64 |
|
9/24/2008 |
400 |
$59.08 |
|
9/24/2008 |
600 |
$59.08 |
|
9/24/2008 |
200 |
$59.05 |
|
9/24/2008 |
300 |
$59.05 |
|
9/25/2008 |
100 |
$59.64 |
|
9/25/2008 |
200 |
$59.64 |
|
9/25/2008 |
900 |
$59.64 |
|
9/25/2008 |
200 |
$59.64 |
|
9/25/2008 |
100 |
$59.64 |
|
9/26/2008 |
1,200 |
$60.25 |
|
9/26/2008 |
1,100 |
$60.25 |
|
9/26/2008 |
400 |
$60.25 |
SCHEDULE D
FARALLON CAPITAL INSTITUTIONAL PARTNERS III, L.P.
|
TRADE DATE |
NO. OF SHARES SOLD |
PRICE PER SHARE |
|
9/10/2008 |
400 |
$59.26 |
|
9/10/2008 |
300 |
$59.26 |
|
9/10/2008 |
200 |
$59.46 |
|
9/15/2008 |
300 |
$62.38 |
|
9/15/2008 |
400 |
$62.38 |
|
9/15/2008 |
200 |
$62.38 |
|
9/15/2008 |
300 |
$62.38 |
|
9/15/2008 |
700 |
$62.38 |
|
9/15/2008 |
200 |
$61.75 |
|
9/15/2008 |
300 |
$61.75 |
|
9/15/2008 |
200 |
$61.75 |
|
9/15/2008 |
1,000 |
$61.75 |
|
9/16/2008 |
100 |
$60.35 |
|
9/16/2008 |
500 |
$60.76 |
|
9/16/2008 |
400 |
$60.76 |
|
9/16/2008 |
400 |
$60.76 |
|
9/16/2008 |
600 |
$60.76 |
|
9/16/2008 |
500 |
$60.30 |
|
9/16/2008 |
100 |
$60.30 |
|
9/16/2008 |
200 |
$60.30 |
|
9/16/2008 |
500 |
$60.30 |
|
9/16/2008 |
500 |
$60.30 |
|
9/17/2008 |
100 |
$60.23 |
|
9/17/2008 |
600 |
$60.23 |
|
9/17/2008 |
200 |
$60.23 |
|
9/17/2008 |
400 |
$60.23 |
|
9/17/2008 |
300 |
$60.23 |
|
9/17/2008 |
100 |
$60.23 |
|
9/17/2008 |
500 |
$60.23 |
|
9/17/2008 |
100 |
$60.23 |
|
9/17/2008 |
100 |
$60.23 |
|
9/17/2008 |
700 |
$60.16 |
|
9/17/2008 |
800 |
$60.16 |
|
9/17/2008 |
1,600 |
$60.16 |
|
9/17/2008 |
200 |
$60.16 |
|
9/18/2008 |
1,200 |
$58.60 |
|
9/18/2008 |
200 |
$56.52 |
|
9/19/2008 |
600 |
$61.64 |
|
9/19/2008 |
1,300 |
$61.64 |
|
9/19/2008 |
100 |
$62.37 |
|
9/19/2008 |
100 |
$62.37 |
|
9/19/2008 |
600 |
$62.37 |
|
9/19/2008 |
100 |
$62.37 |
|
9/19/2008 |
700 |
$61.64 |
|
9/24/2008 |
500 |
$59.08 |
|
9/24/2008 |
525 |
$59.08 |
|
9/24/2008 |
175 |
$59.08 |
|
9/24/2008 |
100 |
$59.08 |
|
9/24/2008 |
700 |
$59.05 |
|
9/25/2008 |
400 |
$59.64 |
|
9/25/2008 |
1,100 |
$59.64 |
|
9/25/2008 |
500 |
$59.64 |
|
9/26/2008 |
100 |
$60.25 |
|
9/26/2008 |
400 |
$60.25 |
|
9/26/2008 |
1,600 |
$60.25 |
|
9/26/2008 |
500 |
$60.25 |
|
9/26/2008 |
500 |
$60.25 |
|
9/26/2008 |
300 |
$60.25 |
|
9/26/2008 |
300 |
$60.25 |
SCHEDULE E
FARALLON CAPITAL OFFSHORE INVESTORS II, L.L.C.
|
TRADE DATE |
NO. OF SHARES SOLD |
PRICE PER SHARE |
|
9/10/2008 |
400 |
$59.26 |
|
9/10/2008 |
7,800 |
$59.26 |
|
9/10/2008 |
6,100 |
$59.26 |
|
9/10/2008 |
3,700 |
$59.46 |
|
9/10/2008 |
500 |
$59.46 |
|
9/15/2008 |
900 |
$62.38 |
|
9/15/2008 |
16,400 |
$62.38 |
|
9/15/2008 |
5,000 |
$62.38 |
|
9/15/2008 |
14,000 |
$62.38 |
|
9/15/2008 |
3,700 |
$61.75 |
|
9/15/2008 |
8,300 |
$61.75 |
|
9/15/2008 |
20,000 |
$61.75 |
|
9/15/2008 |
2,000 |
$61.75 |
|
9/16/2008 |
900 |
$60.35 |
|
9/16/2008 |
1,400 |
$60.35 |
|
9/16/2008 |
12,200 |
$60.76 |
|
9/16/2008 |
11,400 |
$60.76 |
|
9/16/2008 |
13,800 |
$60.76 |
|
9/16/2008 |
22,400 |
$60.30 |
|
9/16/2008 |
13,800 |
$60.30 |
|
9/17/2008 |
18,200 |
$60.23 |
|
9/17/2008 |
19,300 |
$60.23 |
|
9/17/2008 |
8,900 |
$60.23 |
|
9/17/2008 |
8,200 |
$60.16 |
|
9/17/2008 |
1,800 |
$60.16 |
|
9/17/2008 |
7,200 |
$60.16 |
|
9/17/2008 |
5,900 |
$60.16 |
|
9/17/2008 |
19,400 |
$60.16 |
|
9/17/2008 |
20,700 |
$60.16 |
|
9/17/2008 |
2,500 |
$60.16 |
|
9/18/2008 |
4,400 |
$58.60 |
|
9/18/2008 |
5,000 |
$58.60 |
|
9/18/2008 |
12,000 |
$58.60 |
|
9/18/2008 |
7,200 |
$58.60 |
|
9/18/2008 |
2,600 |
$58.60 |
|
9/18/2008 |
3,000 |
$56.52 |
|
9/18/2008 |
2,400 |
$56.52 |
|
9/19/2008 |
33,700 |
$61.64 |
|
9/19/2008 |
900 |
$61.64 |
|
9/19/2008 |
2,800 |
$61.64 |
|
9/19/2008 |
18,100 |
$62.37 |
|
9/19/2008 |
5,100 |
$61.64 |
|
9/19/2008 |
8,100 |
$61.64 |
|
9/19/2008 |
4,000 |
$61.64 |
|
9/24/2008 |
7,400 |
$59.08 |
|
9/24/2008 |
5,500 |
$59.08 |
|
9/24/2008 |
12,000 |
$59.08 |
|
9/24/2008 |
13,600 |
$59.05 |
|
9/25/2008 |
9,400 |
$59.64 |
|
9/25/2008 |
29,100 |
$59.64 |
|
9/26/2008 |
14,100 |
$60.25 |
|
9/26/2008 |
43,200 |
$60.25 |
|
9/26/2008 |
15,200 |
$60.25 |
SCHEDULE F
FARALLON CAPITAL MANAGEMENT, L.L.C.
|
TRADE DATE |
NO. OF SHARES SOLD |
PRICE PER SHARE |
|
9/8/2008 |
19,700 |
$61.46 |
|
9/8/2008 |
20,300 |
$61.46 |
|
9/8/2008 |
25,700 |
$61.46 |
|
9/8/2008 |
3,800 |
$61.46 |
|
9/8/2008 |
42,100 |
$61.46 |
|
9/8/2008 |
13,100 |
$61.46 |
|
9/8/2008 |
46,400 |
$61.46 |
|
9/8/2008 |
21,700 |
$61.46 |
|
9/8/2008 |
51,700 |
$61.46 |
|
9/8/2008 |
7,500 |
$61.46 |
|
9/8/2008 |
35,000 |
$61.46 |
|
9/8/2008 |
20,965 |
$61.46 |
|
9/9/2008 |
8,335 |
$62.02 |
|
9/9/2008 |
8,700 |
$62.02 |
|
9/9/2008 |
27,336 |
$61.71 |
|
9/9/2008 |
50,000 |
$62.40 |
|
9/10/2008 |
5,664 |
$59.26 |
|
9/10/2008 |
23,233 |
$59.26 |
|
9/10/2008 |
8,367 |
$59.46 |
|
9/15/2008 |
47,800 |
$62.38 |
|
9/15/2008 |
23,300 |
$62.38 |
|
9/15/2008 |
25,900 |
$61.75 |
|
9/15/2008 |
40,900 |
$61.75 |
|
9/16/2008 |
2,900 |
$60.35 |
|
9/16/2008 |
1,500 |
$60.35 |
|
9/16/2008 |
3,200 |
$60.76 |
|
9/16/2008 |
18,100 |
$60.76 |
|
9/16/2008 |
15,100 |
$60.76 |
|
9/16/2008 |
37,000 |
$60.76 |
|
9/16/2008 |
12,400 |
$60.30 |
|
9/16/2008 |
53,100 |
$60.30 |
|
9/16/2008 |
5,800 |
$60.30 |
|
9/17/2008 |
85,100 |
$60.23 |
|
9/17/2008 |
2,500 |
$60.23 |
|
9/17/2008 |
3,700 |
$60.23 |
|
9/17/2008 |
78,300 |
$60.16 |
|
9/17/2008 |
15,300 |
$60.16 |
|
9/17/2008 |
35,500 |
$60.16 |
|
9/18/2008 |
12,200 |
$58.60 |
|
9/18/2008 |
13,500 |
$58.60 |
|
9/18/2008 |
32,500 |
$58.60 |
|
9/18/2008 |
17,100 |
$58.60 |
|
9/18/2008 |
1,800 |
$56.52 |
|
9/18/2008 |
11,200 |
$56.52 |
|
9/19/2008 |
62,200 |
$61.64 |
|
9/19/2008 |
11,200 |
$61.64 |
|
9/19/2008 |
35,600 |
$62.37 |
|
9/19/2008 |
3,200 |
$61.64 |
|
9/19/2008 |
18,900 |
$61.64 |
|
9/19/2008 |
19,400 |
$61.64 |
|
9/24/2008 |
48,900 |
$59.08 |
|
9/24/2008 |
4,800 |
$59.05 |
|
9/24/2008 |
21,900 |
$59.05 |
|
9/25/2008 |
75,600 |
$59.64 |
|
9/26/2008 |
2,800 |
$60.25 |
|
9/26/2008 |
139,700 |
$60.25 |