-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, P1nEaJQ/LiMV/JA3WjynaYO/Gb9FLQay716uoRn2UoZdyHTrrhXUj2J74sl0Rpf9 5Aef8SWXuEboPOzqOG+pdQ== 0001144204-07-018457.txt : 20070412 0001144204-07-018457.hdr.sgml : 20070412 20070412163214 ACCESSION NUMBER: 0001144204-07-018457 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070412 DATE AS OF CHANGE: 20070412 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TLC VISION CORP CENTRAL INDEX KEY: 0001010610 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SPECIALTY OUTPATIENT FACILITIES, NEC [8093] IRS NUMBER: 980151150 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-53321 FILM NUMBER: 07763864 BUSINESS ADDRESS: STREET 1: 5280 SOLAR DRIVE STREET 2: SUITE 100 CITY: MISSISSAUGA ONTARIO STATE: A6 ZIP: 00000 BUSINESS PHONE: 636-534-2300 MAIL ADDRESS: STREET 1: 16305 SWINGLEY RIDGE ROAD STREET 2: SUITE 300 CITY: CHESTERFIELD STATE: MO ZIP: 63017 FORMER COMPANY: FORMER CONFORMED NAME: TLC LASER CENTER INC DATE OF NAME CHANGE: 19960314 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Black River Asset Management LLC CENTRAL INDEX KEY: 0001303241 IRS NUMBER: 412066451 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 12700 WHITEWATER DRIVE CITY: MINNETONKA STATE: MN ZIP: 55343 BUSINESS PHONE: 952-984-3557 MAIL ADDRESS: STREET 1: 12700 WHITEWATER DRIVE CITY: MINNETONKA STATE: MN ZIP: 55343 SC 13G 1 v071410_sc13g.htm
 
 
 
 
 
 
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
 
 
TLC Vision Corporation
(Name of Issuer)
 
 
Common Stock
(Title of Class of Securities)

 
872549100
(CUSIP Number)
 

April 2, 2007
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
x  Rule 13d-1(b)
 
x  Rule 13d-1(c)  
 
o  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 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 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).
 
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

SEC 1745 (3-06)
 
 Page 1 of 6 pages
 
 
 

 
 
CUSIP No.872549100
 13G
 Page 2 of 6 Pages

1.     Name of Reporting Person 
 
Black River Asset Management LLC
Tax ID #41-2066451

2.     Check the Appropriate Box if a Member of a Group (See Instructions)

(a) o
(b) o

3.     SEC Use Only
 

4.     Citizenship or Place of Organization
 
State of Delaware

 
 Number of
 5.
 Sole Voting Power
 Shares
 
 0
 Beneficially
 
 
 Owned by
 6.
 Shared Voting Power
 Each
 
4,213,988
 Reporting
 
 
 Person
 7.
 Sole Dispositive Power
 With:
 
 0
 
 
 
 
 8.
 Shared Dispositive Power
 
 
 4,213,988
 

9.    Aggregate Amount Beneficially Owned by Each Reporting Person
 
4,213,988

10.  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
  o

11.  Percent of Class Represented by Amount in Row (9)
 
 6.1%

12.  Type of Reporting Person (See Instructions)
 
 IA

 

 
CUSIP No.872549100
 13G
 Page 3 of 6 Pages

1.    Name of Reporting Person 
 
       Black River Long/Short Fund Ltd.
       Tax ID #98-0475958

2.    Check the Appropriate Box if a Member of a Group (See Instructions)

(a) o
(b) o

3.    SEC Use Only
 

4.    Citizenship or Place of Organization
 
       Cayman Islands

 Number of
 5.
 Sole Voting Power
 Shares
 
 0
 Beneficially
 
 
 Owned by
 6.
 Shared Voting Power
 Each
 
 3,463,788
 Reporting
 
 
 Person
 7.
 Sole Dispositive Power
 With:
 
 0
 
 
 
 
 8.
 Shared Dispositive Power
 
 
 3,463,788
 

9.    Aggregate Amount Beneficially Owned by Each Reporting Person
 
3,463,788

10.  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
  o

11.  Percent of Class Represented by Amount in Row (9)
 
 5.0%

12.  Type of Reporting Person (See Instructions)
 
 00

 

 
CUSIP No. 872549100
 13G
 Page 4 of 6 Pages
 
 Item 1.
(a)
Name of Issuer:
 
 
 
TLC Vision Corporation
 
 
 
 
 
 
(b)
Address Of Issuer's Principal Executive Offices:
 
 
 
5280 Solar Drive, Suite 300
 
 
 
Mississauga, Ontario L4W 5M8
 
 
 
 
 
 Item 2.
(a)
Name of Person Filing:
 
 
 
This statement is filed by: (i) Black River Asset Management LLC
 
 
 
(“Black River”) with respect to shares of common stock of the Issuer
 
 
 
(“Shares”) owned by Black River Long/Short Fund Ltd.
 
 
 
(“Long/Short Fund”) and the Black River Long/Short Opportunity
 
 
 
Fund LLC (“Long/Short Opportunity Fund”); and (ii) the Long/Short Fund with respect to Shares owned by it.
 
       
 
(b)
Address of Principal Business Office, or, if none, Residence:
 
 
 
Business office of Black River
12700 Whitewater Drive
Minnetonka, MN 55343
 
       
 
 
Business office of Long/Short Fund
P.O. Box 309GT
Ugland House South Church Street
George Town, Grand Cayman Cayman Islands
 
 
 
 
 
 
(c)
Citizenship:
 
 
 
Black River is a Delaware limited liability company.
 
 
 
Long/Short Fund is a Cayman Islands exempted company.
 
 
 
 
 
 
(d)
Title of Class of Securities:
 
 
 
Common Stock
 
 
 
 
 
 
(e)
Cusip Number:
 
 
 
872549100
 
 
 
 
 
Item 3.
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
 
 
 
 
 
 
(a)
o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
 
 
(b)
o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
 
 
(c)
o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
 
 
(d)
o Investment company registered under section 8 of the Investment Company Act (15 U.S.C. 80a-8).
 
 
(e)
x An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
 
 
(f)
o An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(ii)(F).
 
 
(g)
o A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
 
 
(h)
o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
 
 
(i)
o 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)
o Group in accordance with §240.13d-1(b)(ii)(J).
 
 

 
CUSIP No. 872549100
 13G
 Page 5 of 6 Pages
 
Item 4.
Ownership
 
 
As of close of business on April 2, 2007.
 
1. Black River Asset Management LLC (“Black River”)
 
(a) Amount beneficially owned: 4,213,988
 
(b) Percent of class: 6.1%
 
(c) Number of shares as to which the person has:

 
(i) Sole power to vote or to direct the vote: 0
 
(ii) Shared power to vote or to direct the vote: 4,213,988
 
(iii) Sole power to dispose or to direct the disposition of: 0
 
(iv) Shared power to dispose or to direct the disposition of: 4,213,988
 
 
2. Black River Long/Short Fund Ltd. (“Long/Short Fund”)
 
(a) Amount beneficially owned: 3,463,788
 
(b) Percent of class: 5.0%
 
(c) Number of shares as to which the person has:

 
(i) Sole power to vote or to direct the vote: 0
 
(ii) Shared power to vote or to direct the vote: 3,463,788
 
(iii) Sole power to dispose or to direct the disposition of: 0
 
(iv) Shared power to dispose or to direct the disposition of: 3,463,788
 
 
Black River does not own any Shares or securities convertible into shares. Pursuant to an investment advisory agreement, Black River has investment and voting power with respect to the securities held by the Long/Short Fund and the Long/Short Opportunity Fund.

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 o.
  
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
  
Not applicable
 
Item 9.
Notice of Dissolution of Group
  
Not applicable
 
Item 10.
Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.
 
By signing below I certify that, to the best of my 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.
 

 
CUSIP No. 872549100
 13G
 Page 6 of 6 Pages
 
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.


 
April 12, 2007
 
 Date
 
 
   
 
/s/ Robert Goedken
 
 Signature
   
   
 
Black River Asset Management LLC
 
Robert Goedken, Chief Legal Officer
 
 Name/Title
 
 
 
April 12, 2007
 
 Date
 
 
   
 
/s/ Robert Goedken
 
 Signature
   
   
 
Black River Long/Short Fund Ltd.
 
By: Black River Asset Management LLC, Its Investment Advisor
   
 
Robert Goedken, Chief Legal Officer
 
 Name/Title
 

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative.  If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
 
NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties for whom copies are to be sent.
 
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)
 


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