SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G/A
(Amendment No. 3)
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
Westway Group, Inc.
(Name of Issuer)
Class A Common Stock, $0.0001 par value
(Title of Class of Securities)
96169B100
(CUSIP Number)
December 31, 2012
(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)
¨ Rule 13d-1(c)
¨ Rule 13d-1(d)
CUSIP No. 96169B100 | 13G/A |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Global Undervalued Securities Master Fund, L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨
| |||||
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
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
0 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% ** | |||||
12 | TYPE OF REPORTING PERSON*
PN |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4(b). |
CUSIP No. 96169B100 | 13G/A |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Global Undervalued Securities Fund, L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
0 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% ** | |||||
12 | TYPE OF REPORTING PERSON*
PN |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4(b). |
CUSIP No. 96169B100 | 13G/A |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Global Undervalued Securities Fund (QP), L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
0 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% ** | |||||
12 | TYPE OF REPORTING PERSON*
PN |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4(b). |
CUSIP No. 96169B100 | 13G/A |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Global Undervalued Securities Fund, Ltd. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨
| |||||
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
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
0 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% ** | |||||
12 | TYPE OF REPORTING PERSON*
CO |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4(b). |
CUSIP No. 96169B100 | 13G/A |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Kleinheinz Capital Partners, Inc. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Texas | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
0 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% ** | |||||
12 | TYPE OF REPORTING PERSON*
IA |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4(b). |
CUSIP No. 96169B100 | 13G/A |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Kleinheinz Capital Partners LDC | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨
| |||||
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
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
0 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% ** | |||||
12 | TYPE OF REPORTING PERSON*
CO |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4(b). |
CUSIP No. 96169B100 | 13G/A |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
John B. Kleinheinz | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨
| |||||
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
0 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
0 | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0** | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0% ** | |||||
12 | TYPE OF REPORTING PERSON*
IN |
* | SEE INSTRUCTIONS BEFORE FILLING OUT |
** | SEE ITEM 4(b). |
SCHEDULE 13G/A
This Amendment No. 3 to Schedule 13G (this Amendment) is an amendment to the initial statement on Schedule 13G relating to shares of Class A Common Stock, par value $0.0001 per share (the Common Stock), of Westway Group, Inc., a Delaware corporation (the Issuer), filed with the Securities and Exchange Commission on February 12, 2010, as amended by Amendment No. 1 filed with the Securities and Exchange Commission on February 14, 2011, as subsequently amended by Amendment No. 2 filed with the Securities and Exchange Commission on February 14, 2012 (collectively, the Schedule 13G).
This Amendment is being filed on behalf of Global Undervalued Securities Master Fund, L.P., a Cayman Islands exempted limited partnership (the Master Fund), Global Undervalued Securities Fund, L.P., a Delaware limited partnership (the Domestic Fund), Global Undervalued Securities Fund (QP), L.P., a Delaware limited partnership (the Domestic QP Fund and together with the Domestic Fund, the Domestic Funds), Global Undervalued Securities Fund, Ltd., a Cayman Islands exempted company (the Cayman Fund and together with the Domestic Funds, the Feeder Funds), Kleinheinz Capital Partners, Inc., a Texas corporation (Kleinheinz), Kleinheinz Capital Partners LDC, a Cayman Islands limited duration company (LDC), and John B. Kleinheinz (collectively with the Master Fund, the Feeder Funds, Kleinheinz and LDC, the Reporting Persons).
This Amendment relates to shares of Common Stock of the Issuer purchased by Kleinheinz for the account of the Master Fund. Kleinheinz acts as investment adviser to the Feeder Funds and the Master Fund. The Feeder Funds serve as general partners of the Master Fund. LDC serves as general partner of the Domestic Funds. Mr. Kleinheinz is the principal of both Kleinheinz and LDC.
This Amendment amends and restates the Schedule 13G as follows.
Item 1(a) | Name of Issuer. |
Westway Group, Inc.
Item 1(b) | Address of Issuers Principal Executive Offices. |
365 Canal Street, Suite 2900
New Orleans, LA 70130
Item 2(a) | Name of Person Filing. |
(1) Kleinheinz Capital Partners, Inc.
(2) Kleinheinz Capital Partners LDC
(3) John B. Kleinheinz
(4) Global Undervalued Securities Master Fund, L.P.
(5) Global Undervalued Securities Fund, L.P.
(6) Global Undervalued Securities Fund (QP), L.P.
(7) Global Undervalued Securities Fund, Ltd.
Item 2(b) | Address of Principal Business Office, or, if none, Residence. |
(1) Kleinheinz Capital Partners, Inc.
301 Commerce Street, Suite 1900
Forth Worth, Texas 76102
(2) Kleinheinz Capital Partners LDC
c/o Walkers SPV Limited
Walker House, 87 Mary Street
George Town, Grand Cayman
KYI-9002 Cayman Islands
(3) John B. Kleinheinz
301 Commerce Street, Suite 1900
Forth Worth, Texas 76102
(4) Global Undervalued Securities Master Fund, L.P.
c/o BNY Mellon Alternative Investment Services Ltd.
48 Par-La-Ville Road, Suite 464
Hamilton HM 11, Bermuda
(5) Global Undervalued Securities Fund, L.P.
c/o BNY Mellon Alternative Investment Services Ltd.
48 Par-La-Ville Road, Suite 464
Hamilton HM 11, Bermuda
(6) Global Undervalued Securities Fund (QP), L.P.
c/o BNY Mellon Alternative Investment Services Ltd.
48 Par-La-Ville Road, Suite 464
Hamilton HM 11, Bermuda
(7) Global Undervalued Securities Fund, Ltd.
c/o BNY Mellon Alternative Investment Services Ltd.
48 Par-La-Ville Road, Suite 464
Hamilton HM 11, Bermuda
Item 2(c) | Citizenship or Place of Organization. |
(1) Kleinheinz Capital Partners, Inc. is a corporation organized under the laws of the State of Texas.
(2) Kleinheinz Capital Partners LDC is a Cayman Islands limited duration company.
(3) John B. Kleinheinz is a U.S. citizen.
(4) Global Undervalued Securities Master Fund, L.P. is a Cayman Islands exempted limited partnership.
(5) Global Undervalued Securities Fund, L.P. is a Delaware limited partnership.
(6) Global Undervalued Securities Fund (QP), L.P. is a Delaware limited partnership.
(7) Global Undervalued Securities Fund, Ltd. is a Cayman Islands exempted company.
Item 2(d) | Title of Class of Securities. |
Class A Common Stock, $0.0001 par value.
Item 2(e) | CUSIP Number. |
96169B100
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) | ¨ 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) | x An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E). |
(f) | ¨ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). |
(g) | ¨ A parent holding company or control person in accordance with §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 §240.13d-1(b)(1)(ii)(J). |
Item 4 | Ownership. |
The Reporting Persons own 0 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 owners of more than five percent of the class of securities, check the following [X].
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 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.
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.
Date: February 14, 2013
KLEINHEINZ GLOBAL UNDERVALUED SECURITIES MASTER FUND, L.P. | ||
By: Global Undervalued Securities Fund, L.P., its general partner | ||
By: Kleinheinz Capital Partners, Inc., its investment manager | ||
By: |
/s/ John B. Kleinheinz | |
Name: |
John B. Kleinheinz | |
Title: |
President | |
KLEINHEINZ UNDERVALUED SECURITIES FUND, L.P. | ||
By: Kleinheinz Capital Partners, Inc., its investment manager | ||
By: |
/s/ John B. Kleinheinz | |
Name: |
John B. Kleinheinz | |
Title: |
President | |
KLEINHEINZ UNDERVALUED SECURITIES FUND (QP), L.P. | ||
By: Kleinheinz Capital Partners, Inc., its investment manager | ||
By: |
/s/ John B. Kleinheinz | |
Name: |
John B. Kleinheinz | |
Title: |
President | |
KLEINHEINZ UNDERVALUED SECURITIES FUND, LTD. | ||
By: |
/s/ John B. Kleinheinz | |
Name: |
John B. Kleinheinz | |
Title: |
Director |
KLEINHEINZ CAPITAL PARTNERS, INC. | ||
By: |
/s/ John B. Kleinheinz | |
Name: |
John B. Kleinheinz | |
Title: |
President | |
KLEINHEINZ CAPITAL PARTNERS LDC | ||
By: |
/s/ John B. Kleinheinz | |
Name: |
John B. Kleinheinz | |
Title: |
Managing Director | |
By: |
/s/ John B. Kleinheinz | |
John B. Kleinheinz |