-----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, OFZPlDrMRx7YNaJt2pX77Fk9V/3CC6UdWVzqUrzBT4VfLXjkUxTAGiIvFaTqCa4t zJiKGsYCeflusn4NvcVc6w== 0000929638-08-000369.txt : 20080627 0000929638-08-000369.hdr.sgml : 20080627 20080627165739 ACCESSION NUMBER: 0000929638-08-000369 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080627 DATE AS OF CHANGE: 20080627 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Heckmann CORP CENTRAL INDEX KEY: 0001403853 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-83364 FILM NUMBER: 08923288 BUSINESS ADDRESS: STREET 1: 75080 FRANK SINATRA DRIVE CITY: PALM DESERT STATE: CA ZIP: 92211 BUSINESS PHONE: 760-341-3606 MAIL ADDRESS: STREET 1: 75080 FRANK SINATRA DRIVE CITY: PALM DESERT STATE: CA ZIP: 92211 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TRAFELET CAPITAL MANAGEMENT, L.P. CENTRAL INDEX KEY: 0001387672 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 39TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-201-7800 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 39TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 heckmann13g062708.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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SCHEDULE 13G

 

 

 

Under the Securities Exchange Act of 1934

 

 

 

(Amendment No. ___)*

 

 

 

Heckmann Corporation

 

 

(Name of Issuer)

 

 

 

Common Stock

 

 

(Title of Class of Securities)

 

 

 

422680108

 

 

(CUSIP Number)

 

 

 

June 19, 2008

 

 

(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 persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be filed for 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).

 

The Reporting Persons have previously reported holdings of Common Stock of the Issuer on Schedule 13D.

 

CUSIP NO.

422680108

 

 

 

1

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only)

 

Trafelet Capital Management, L.P.

 

2

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

 

(a)         o

 

(b)         x

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 shares

 

6  Shared Voting Power

 

3,500,000 shares (3,950,000 as of the filing date)

 

Refer to Item 4 below.

7  Sole Dispositive Power

 

0 shares

 

8  Shared Dispositive Power

 

3,500,000 shares (3,950,000 as of the filing date)

 

Refer to Item 4 below.

9

Aggregate Amount Beneficially Owned by Each Reporting Person

 

3,500,000 shares (3,950,000 as of the filing date)

Refer to Item 4 below.

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o N/A

 

11

Percent of Class Represented by Amount in Row (9)*

 

5.2% (5.8% as of the filing date)

 

Refer to Item 4 below.

 

 

CUSIP NO.

422680108

 

 

12

Type of Reporting Person (See Instructions)

 

PN (Limited Partnership)

 

 

 

CUSIP NO.

422680108

 

 

1

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only)

 

Trafelet & Company, LLC

 

2

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

 

(a)         o

 

(b)         x

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 shares

 

6  Shared Voting Power

 

3,500,000 shares (3,950,000 as of the filing date)

 

Refer to Item 4 below.

7  Sole Dispositive Power

 

0 shares

 

8  Shared Dispositive Power

 

3,500,000 shares (3,950,000 as of the filing date)

 

Refer to Item 4 below.

9

Aggregate Amount Beneficially Owned by Each Reporting Person

 

3,500,000 shares (3,950,000 as of the filing date)

 

 

Refer to Item 4 below.

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o N/A

 

 

 

CUSIP NO.

422680108

 

 

 

11

Percent of Class Represented by Amount in Row (9)*

 

5.2 % (5.8% as of the filing date)

 

Refer to Item 4 below.

12

Type of Reporting Person (See Instructions)

 

OO (Limited Liability Company)

 

 

 

CUSIP NO.

422680108

 

 

1

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only)

 

Remy Trafelet

 

2

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

 

(a)         o

 

(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 shares

 

6  Shared Voting Power

 

3,500,000 shares (3,950,000 as of the filing date)

 

Refer to Item 4 below.

7  Sole Dispositive Power

 

0 shares

 

8  Shared Dispositive Power

 

3,500,000 shares (3,950,000 as of the filing date)

 

Refer to Item 4 below.

9

Aggregate Amount Beneficially Owned by Each Reporting Person

 

3,500,000 shares (3,950,000 as of the filing date)

 

 

Refer to Item 4 below.

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o N/A

 

 

 

CUSIP NO.

422680108

 

 

 

11

Percent of Class Represented by Amount in Row (9)*

 

5.2 % (5.8% as of the filing date)

 

Refer to Item 4 below.

12

Type of Reporting Person (See Instructions)

 

IN

 

 

 

CUSIP NO.

422680108

 

 

Item 1.

(a)

Name of Issuer

 

Heckmann Corporation

 

(b)

Address of Issuers Principal Executive Offices

 

 

75080 Frank Sinatra Drive
Palm Desert, CA 92211

 

Item 2.

(a)

Name of Person Filing

 

Trafelet Capital Management, L.P.

Trafelet & Company, LLC

Remy Trafelet

 

(b)

Address of Principal Business Office or, if none, Residence

 

590 Madison Ave

37th Floor

New York, NY 10022

 

(c)

Citizenship

 

Trafelet Capital Management, L.P. - Delaware

Trafelet & Company, LLC - Delaware

Remy Trafelet - United States

 

(d)

Title of Class of Securities

 

Common Stock

 

(e)

CUSIP Number

 

422680108

 

 

CUSIP NO.

422680108

 

 

 

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

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e)

o

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)(1)(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 associations 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)(1)(ii)(J).

 

Item 4.

Ownership**

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount Beneficially Owned**

 

Trafelet Capital Management, L.P. - 3,500,000 shares (3,950,000 as of the filing date)

Trafelet & Company, LLC - 3,500,000 shares (3,950,000 as of the filing date)

Remy Trafelet - 3,500,000 shares (3,950,000 as of the filing date)

 

(b)

Percent of Class

 

Trafelet Capital Management, L.P. - 5.2% (5.8% as of the filing date)

Trafelet & Company, LLC - 5.2% (5.8% as of the filing date)

Remy Trafelet - 5.2% (5.8% as of the filing date)

 

(c)

Number of shares as to which such person has:

 

 

(i)

sole power to vote or to direct the vote

 

 

Trafelet Capital Management, L.P. - 0 shares

Trafelet & Company, LLC - 0 shares

Remy Trafelet -0 shares

 

 

(ii)

shared power to vote or to direct the vote

 

 

CUSIP NO.

422680108

 

 

 

 

 

Trafelet Capital Management, L.P. - 3,500,000 shares (3,950,000 as of the filing date)

Trafelet & Company, LLC - 3,500,000 shares (3,950,000 as of the filing date)

Remy Trafelet - 3,500,000 shares (3,950,000 as of the filing date)

 

 

(iii)

sole power to dispose or to direct the disposition of

 

 

Trafelet Capital Management, L.P. - 0 shares

Trafelet & Company, LLC - 0 shares

Remy Trafelet - 0 shares

 

 

(iv)

shared power to dispose or to direct the disposition of

 

 

Trafelet Capital Management, L.P. - 3,500,000 shares (3,950,000 as of the filing date)

Trafelet & Company, LLC - 3,500,000 shares (3,950,000 as of the filing date)

Remy Trafelet - 3,500,000 shares (3,950,000 as of the filing date)

 

**All holdings reported herein are as of June 19, 2008 and as of June 27, 2008. Shares reported herein are held by several private investment funds for which Trafelet Capital Management, L.P. serves as the investment manager. Trafelet & Company, LLC serves as the general partner of Trafelet Capital Management, L.P. and Remy Trafelet serves as managing member of Trafelet & Company, LLC. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein.

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

Item 8.

Identification and Classification of Members of the Group

Not applicable.

Item 9.

Notice of Dissolution of Group

Not applicable.

 

CUSIP NO.

422680108

 

 

Item 10.

Certification

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.

422680108

 

 

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.

June 27, 2008

 

TRAFELET CAPITAL MANAGEMENT, L.P.

By: Trafelet & Company, LLC,

its General Partner

 

 

By: /s/ _Remy Trafelet

Remy Trafelet, Managing Member

 

TRAFELET & COMPANY, LLC

 

 

By: /s/

Remy Trafelet

Remy Trafelet, Managing Member

 

REMY TRAFELET

 

 

By: /s/

Remy Trafelet

Remy Trafelet, individually

 

Exhibit 1

JOINT FILING AGREEMENT

This Joint Filing Agreement, dated as of June 27, 2008, is by and among Trafelet Capital Management, L.P., Trafelet & Company, LLC, and Remy Trafelet (collectively, the "Filers").

 

Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13D and/or 13G with respect to shares of Common Stock of Heckmann Corporation beneficially owned by them from time to time.

 

Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended, the Filers hereby agree to file a single statement on Schedule 13D and/or 13G (and any amendments thereto) on behalf of each of the Filers, and hereby further agree to file this Joint Filing Agreement as an exhibit to such statement, as required by such rule.

 

This Joint Filing Agreement may be terminated by any of the Filers upon written notice or such lesser period of notice as the Filers may mutually agree.

 

 

Executed and delivered as of the date first above written.

 

 

TRAFELET CAPITAL MANAGEMENT, L.P.

By: Trafelet & Company, LLC,

its General Partner

 

 

By: /s/

Remy Trafelet

Remy Trafelet, Managing Member

 

TRAFELET & COMPANY, LLC

 

 

By: /s/

Remy Trafelet

Remy Trafelet, Managing Member

 

REMY TRAFELET

 

 

By: /s/

Remy Trafelet

Remy Trafelet, individually

 

 

 

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