-----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, SPhxh97jSK09ohTWqWKCVtaehyMINr7ybWtC+adbOEDVHZIYGwUr0HATzZ0TOIKz MIEVOIhM0QR3YUf6MneiEQ== 0001013594-04-000047.txt : 20040130 0001013594-04-000047.hdr.sgml : 20040130 20040130164650 ACCESSION NUMBER: 0001013594-04-000047 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040130 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AMARANTH LLC CENTRAL INDEX KEY: 0001167129 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ONE AMERICAN LANE CITY: GREENWICH STATE: CT ZIP: 06831 BUSINESS PHONE: 2036258300 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MAGNA ENTERTAINMENT CORP CENTRAL INDEX KEY: 0001093273 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-RACING, INCLUDING TRACK OPERATION [7948] IRS NUMBER: 980208374 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-59157 FILM NUMBER: 04556473 BUSINESS ADDRESS: STREET 1: 337 MAGNA DRIVE STREET 2: AURORA CITY: ONTARIO CANADA STATE: A6 ZIP: L4G 7K1 BUSINESS PHONE: 9057262462 MAIL ADDRESS: STREET 1: 337 MAGNA DRIVE CITY: AURORA STATE: A6 ZIP: L4G 7K1 FORMER COMPANY: FORMER CONFORMED NAME: MI ENTERTAINMENT CORP DATE OF NAME CHANGE: 19991105 FORMER COMPANY: FORMER CONFORMED NAME: MI VENTURE INC DATE OF NAME CHANGE: 19990813 SC 13G 1 magna13g-13004.txt JANUARY 30, 2004 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No.___)* Magna Entertainment Corp (Name of Issuer) Class A Subordinate Voting Stock (Title of Class of Securities) 559211107 (CUSIP Number) December 31, 2003 (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 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). 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Amaranth LLC 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [x] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 3,032,354 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 3,032,354 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,032,354 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.9% 12. TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Nicholas M. Maounis 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [x] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 3,032,354 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 3,032,354 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,032,354 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.9% 12. TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! ITEM 1(a). Name of Issuer: Magna Entertainment Corp. (the "Issuer"). Item 1(b). Address of Issuer's Principal Executive Offices: 337 Magna Drive Aurora, Ontario L4G 7K1 Canada Item 2(a). Name of Persons Filing: The names of the persons filing this statement on Schedule 13G are: Amaranth LLC, a Cayman Islands exempted company ("Amaranth"), which prior to December 31, 2003 existed as Amaranth L.L.C., a Delaware limited liability company, and Nicholas M. Maounis ("Maounis")(collectively, the "Reporting Persons"). Maounis is the controlling person of Amaranth Advisors L.L.C., a Delaware limited liability company and the Trading Advisor of Amaranth. Maounis is therefore deemed to share beneficial ownership of the shares beneficially owned by Amaranth by virtue of his power to direct the vote and/or direct the disposition of securities owned by Amaranth. With respect to their beneficial ownership of the Common Stock(as defined below), the Reporting Persons previously filed jointly with Paloma International L.P., a Delaware limited partnership ("Paloma"), and S. Donald Sussman, a citizen of the United States. The Reporting Persons, Paloma and Mr. Sussman jointly filed a Schedule 13G on December 2, 2002, as amended on February 13, 2003 (collectively, the "Joint Schedule 13G Filing"). As of January 29, 2004, the Reporting Persons ceased to file jointly with Paloma and Mr. Sussman. Item 2(b). Address of Principal Business Office or, if None, Residence: The principal business address for Amaranth and Maounis is One American Lane, Greenwich, Connecticut 06831. Item 2(c). Citizenship: Amaranth is a Cayman Islands exempted company. Mr. Maounis is a citizen of the United States. Item 2(d). Title of Class of Securities Class A Subordinate Voting Stock (the "Common Stock"). Item 2(e). CUSIP Number: 559211107 Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b)or (c), Check Whether the Person Filing is a: (a) [ ] Broker or dealer registered under Section 15 of the Exchange Act. (b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act. (c) [ ] Insurance company defined in Section 3(a)(19) of the Exchange Act. (d) [ ] Investment company registered under Section 8 of the Investment Company Act. (e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) [ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Rule 13d-1(c), check this box [x] 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. (a) The Reporting Persons beneficially own an aggregate of 3,032,354 shares of Common Stock. (b) Amaranth's and Maounis' beneficial ownership of 3,032,354 of Common Stock constitute in the aggregate 5.9% of all of the outstanding shares of Common Stock. (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote Not applicable (ii) Shared power to vote or to direct the vote Amaranth and Maounis have the shared power to vote or direct the vote of 3,032,354 shares of Common Stock. (iii) Sole power to dispose or to direct the disposition of Not applicable. (iv) Shared power to dispose or to direct the disposition of Amaranth and Maounis have the shared power to dispose or direct the disposition of 3,032,354 shares of Common Stock. 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 Persons have 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 Anther 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 B attached hereto. Item 9. Notice of Dissolution of Group. The Reporting Persons previously filed the Joint Schedule 13G Filing with Paloma and Mr. Sussman. As of January 29, 2004, the Reporting Persons ceased to file jointly with Paloma and Mr. Sussman with respect to the Common Stock. Item 10. Certification. By signing below 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. 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: January 29, 2004 AMARANTH LLC By: Amaranth Advisors L.L.C., as Trading Advisor By: /s/ Nicholas M. Maounis ----------------------- Nicholas M. Maounis, President /s/ Nicholas M. Maounis ----------------------- Nicholas M. Maounis EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of Magna Entertainment Corp. dated January 29, 2004 is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. Dated: January 29, 2004 AMARANTH LLC By: Amaranth Advisors L.L.C., as Trading Advisor By: /s/ Nicholas M. Maounis ----------------------- Nicholas M. Maounis, President /s/ Nicholas M. Maounis ----------------------- Nicholas M. Maounis EXHIBIT B IDENTIFICATION OF MEMBERS OF THE GROUP Amaranth LLC Nicholas M. Maounis -----END PRIVACY-ENHANCED MESSAGE-----