0001405086-14-000154.txt : 20140501 0001405086-14-000154.hdr.sgml : 20140501 20140501150353 ACCESSION NUMBER: 0001405086-14-000154 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140501 DATE AS OF CHANGE: 20140501 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Coastal Contacts Inc CENTRAL INDEX KEY: 0001322232 STANDARD INDUSTRIAL CLASSIFICATION: OPHTHALMIC GOODS [3851] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-87046 FILM NUMBER: 14804482 BUSINESS ADDRESS: STREET 1: 2985 VIRTUAL WAY STREET 2: SUITE 320 CITY: VANCOUVER BC V5M 4X7 STATE: A1 ZIP: 00000 BUSINESS PHONE: 604-669-1555 MAIL ADDRESS: STREET 1: 2985 VIRTUAL WAY STREET 2: SUITE 320 CITY: VANCOUVER BC V5M 4X7 STATE: A1 ZIP: 00000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Sagard Capital Partners, L.P. CENTRAL INDEX KEY: 0001423385 IRS NUMBER: 203332164 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 325 GREENWICH AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203 629-6700 MAIL ADDRESS: STREET 1: 325 GREENWICH AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 SC 13D/A 1 sagard13damay2014.htm Converted by EDGARwiz



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*

Coastal Contacts Inc.
(Name of Issuer)

Common Stock, no par value
(Title Class of Securities)

19044R207
(CUSIP Number)

Dan Friedberg
Sagard Capital Partners, L.P.
325 Greenwich Avenue
Greenwich, CT 06830
(203) 629-6700

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

April 30, 2014
(Date of Event which Requires Filing of this Statement)

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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [   ].

NOTE:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 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).

Page 1 of 6



CUSIP No. 19044R207

Page 1 of 3



1

NAME OF REPORTING PERSON: Sagard Capital Partners, L.P.

I.R.S. Identification No. of Above Person (Entities Only):  20-3332164

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a) [

]

(b) [

]

3

SEC USE ONLY

4

SOURCE OF FUNDS

WC

5

CHECK BOX 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:

0

9

SOLE DISPOSITIVE POWER:

0

10

SHARED DISPOSITIVE POWER:

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

0

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN

SHARES

[

]

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):

0.0%

14

TYPE OF REPORTING PERSON:

PN



CUSIP No. 19044R207

Page 2 of 3



1

NAME OF REPORTING PERSON: Sagard Capital Partners GP, Inc.

I.R.S. Identification No. of Above Person (Entities Only):  20-3331555

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a) [

]

(b) [

]

3

SEC USE ONLY

4

SOURCE OF FUNDS

AF

5

CHECK BOX 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:

0

9

SOLE DISPOSITIVE POWER:

0

10

SHARED DISPOSITIVE POWER:

0


11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

0

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN

SHARES

[

]

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):

0.0%

14

TYPE OF REPORTING PERSON:

CO



CUSIP No. 19044R207

Page 3 of 3


1

NAME OF REPORTING PERSON: Sagard Capital Partners Management Corp.

I.R.S. Identification No. of Above Person (Entities Only):  20-2402055

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)

(a) [

]

(b) [

]

3

SEC USE ONLY

4

SOURCE OF FUNDS

AF

5

CHECK BOX 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:

0

9

SOLE DISPOSITIVE POWER:

0

10

SHARED DISPOSITIVE POWER:

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

0

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN

SHARES

[

]

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):

0.0%

14

TYPE OF REPORTING PERSON:

CO





Item 1.

Security and Issuer.

This Amendment No. 1, filed on behalf of Sagard Capital Partners, L.P., a Delaware limited partnership (“Sagard”), Sagard Capital Partners GP, Inc., a Delaware corporation (“GP”), and Sagard Capital Partners Management Corporation, a Delaware corporation (“Manager” and together with Sagard and GP, the “Reporting Persons”), amends and supplements the Schedule 13D (the “Schedule 13D”) filed by the Reporting Persons with the Securities and Exchange Commission (the “SEC”), relating to the Common Stock, no par value per share (the “Shares”), of Coastal Contacts Inc., a Canadian corporation (the “Issuer”).  The principal executive offices of the Issuer are located at Suite 320, 2985 Virtual Way, Vancouver, British Columbia V5M 4X7.

Item 4.

Purpose of Transaction.

Item 4 is hereby amended to include the following:

On April 28, 2014, the Issuer announced the completion of a plan of arrangement involving Essilor International (Compagnie Générale d’Optique), S.A., 8800499 Canada Inc. and the Issuer, as a result of which the shareholders of Coastal will receive CDN $12.45 in cash for each of their Shares.

Pursuant to the arrangement, all Shares held by the Reporting Persons were therefore converted into the right to receive cash equal to CDN $12.45 per share.

The Reporting Persons tendered their Shares on April 30, 2014 for payment and no longer beneficially own any Shares.  This is the final amendment to this Schedule 13D, and an exit filing for the Reporting Persons.

Item 5.

Interest in Securities of the Issuer.

Items 5(a) – (e) are hereby amended and restated in their entirety as follows:

(a)  As a result of the foregoing, the Reporting Persons no longer hold any securities of the Issuer.

(b)  As a result of the foregoing, the Reporting Persons no longer hold any securities of the Issuer.

(c)  Except as disclosed in Item 4, none of the Reporting Persons has effected any transaction in the Shares during the past 60 days.

(d)  Not applicable.

(e)  As a result of the foregoing, the Reporting Persons no longer hold any securities of the Issuer.







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:  May 1, 2014

SAGARD CAPITAL PARTNERS, L.P.

By:

Sagard Capital Partners GP, Inc., its general partner

By:

/s/ Dan Friedberg

Name:

Dan Friedberg

Title:

President

 

 

 

SAGARD CAPITAL PARTNERS GP, INC.

By:

/s/ Dan Friedberg

Name:

Dan Friedberg

Title:

President

 

 

 

SAGARD CAPITAL PARTNERS MANAGEMENT CORP.

By:

/s/ Dan Friedberg

Name:

Dan Friedberg

Title:

President