0001144204-14-013728.txt : 20140306 0001144204-14-013728.hdr.sgml : 20140306 20140306143108 ACCESSION NUMBER: 0001144204-14-013728 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20140306 DATE AS OF CHANGE: 20140306 GROUP MEMBERS: DUKE ENDOWMENT GROUP MEMBERS: DUKE UNIVERSITY HEALTH SYSTEM, INC. GROUP MEMBERS: DUMAC, INC. GROUP MEMBERS: EMPLOYEES RETIREMENT PLAN OF DUKE UNIVERSITY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTL FCSTONE INC. CENTRAL INDEX KEY: 0000913760 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 592921318 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-46211 FILM NUMBER: 14672528 BUSINESS ADDRESS: STREET 1: 708 THIRD AVENUE STREET 2: SUITE 1500 CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-485-3500 MAIL ADDRESS: STREET 1: 708 THIRD AVENUE STREET 2: SUITE 1500 CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL ASSETS HOLDING CORP DATE OF NAME CHANGE: 19931020 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Duke University CENTRAL INDEX KEY: 0001439873 IRS NUMBER: 560532129 STATE OF INCORPORATION: NC FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: DUKE UNIVERSITY CITY: DURHAM STATE: NC ZIP: 27708 BUSINESS PHONE: (919) 668-9995 MAIL ADDRESS: STREET 1: C/O DUMAC, LLC, 406 BLACKWELL STREET STREET 2: SUITE 300 CITY: DURHAM STATE: NC ZIP: 27701 SC 13G/A 1 v370713_sc13ga.htm SC 13G/A

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

 

(Amendment No. 1)

 

INTL FCStone Inc.

 

 

(Name of Issuer)

 

Common Stock

 

 

(Title of Class of Securities)

 

46116V105

 

 

(CUSIP Number)

 

December 31, 2013

 

 

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which the Schedule is filed:

 

¨ Rule 13d-1(b)

 

x Rule 13d-1(c)

 

¨ Rule 13d-1(d)

 

 
 

 

 

CUSIP No. 46116V105

 

 

13G/A

 

 

1.

NAMES OF REPORTING PERSONS

 

Duke University

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

56-0532129

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

North Carolina

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

508,289

6.

 

SHARED VOTING POWER

 

603,679

7.

 

SOLE DISPOSITIVE POWER

 

508,289

8.

 

SHARED DISPOSITIVE POWER

 

603,679

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,111,968

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

¨

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.8%

 

12.

TYPE OF REPORTING PERSON

 

OO

 

 
 

 

 

CUSIP No. 46116V105

 

 

13G/A

 

 

1.

NAMES OF REPORTING PERSONS

 

The Duke Endowment

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

56-0529965

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

North Carolina

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

304,929

6.

 

SHARED VOTING POWER

 

0

7.

 

SOLE DISPOSITIVE POWER

 

304,929

8.

 

SHARED DISPOSITIVE POWER

 

0

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

304,929

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

¨

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

1.6%

 

12.

TYPE OF REPORTING PERSON

 

OO

 

 
 

 

 

CUSIP No. 46116V105

 

 

13G/A

 

 

1.

NAMES OF REPORTING PERSONS

 

Employees’ Retirement Plan of Duke University

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

58-2255087

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

North Carolina

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

139,634

6.

 

SHARED VOTING POWER

 

0

7.

 

SOLE DISPOSITIVE POWER

 

139,634

8.

 

SHARED DISPOSITIVE POWER

 

0

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

139,634

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

¨

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.7%

 

12.

TYPE OF REPORTING PERSON

 

EP

 

 
 

 

 

CUSIP No. 46116V105

 

 

13G/A

 

 

1.

NAMES OF REPORTING PERSONS

 

Duke University Health System, Inc.

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

56-2070036

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

North Carolina

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

159,116

6.

 

SHARED VOTING POWER

 

0

7.

 

SOLE DISPOSITIVE POWER

 

159,116

8.

 

SHARED DISPOSITIVE POWER

 

0

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

159,116

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

¨

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.8%

 

12.

TYPE OF REPORTING PERSON

 

OO

 

 
 

 

 

CUSIP No. 46116V105

 

 

13G/A

 

 

1.

NAMES OF REPORTING PERSONS

 

DUMAC, Inc.

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

90-0754895

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

North Carolina

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

0

6.

 

SHARED VOTING POWER

 

1,111,968

7.

 

SOLE DISPOSITIVE POWER

 

0

8.

 

SHARED DISPOSITIVE POWER

 

1,111,968

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,111,968

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

¨

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.8%

 

12.

TYPE OF REPORTING PERSON

 

IA

 

 
 

 

DUMAC, Inc. (“DUMAC”), Duke University, The Duke Endowment, Duke University Health System, Inc. and the Employees’ Retirement Plan of Duke University (collectively, the “Reporting Persons”) are filing this Statement of Beneficial Ownership on Schedule 13G/A to report the shares of Common Stock, par value $.01 per share (the “Common Stock”) of INTL FCStone Inc., a Delaware corporation (“INTL”) over which they could acquire beneficial ownership if they were to terminate their investment management agreement with Bares Capital Management, Inc.

 

DUMAC is a North Carolina non-profit corporation. DUMAC manages the investment of endowment and other assets of Duke University, the Employees’ Retirement Plan of Duke University, Duke University Health System, Inc. and the Duke Endowment. DUMAC does not hold legal title to its clients’ assets. The members of the board of directors of DUMAC are appointed by the executive committee of the board of trustees of Duke University.

 

Item 1(a).Name of Issuer:

 

INTL FCStone Inc.

 

Item 1(b).Address of Issuer’s Principal Executive Offices:

 

708 Third Avenue, Suite 1500

New York, NY 10017

 

Item 2(b).Name of Person Filing:

 

Duke University

The Duke Endowment

Employees’ Retirement Plan of Duke University

Duke University Health System, Inc.

DUMAC, Inc.

 

Item 2(b).Address of Principal Business Office:

 

Duke University

c/o DUMAC, Inc.

280 S Mangum St., Suite 210

Durham, NC 27701

 

The Duke Endowment

c/o DUMAC, Inc.

280 S Mangum St., Suite 210

Durham, NC 27701

 

Employees’ Retirement Plan of Duke University

c/o DUMAC, Inc.

280 S Mangum St., Suite 210

Durham, NC 27701

 

Duke University Health System, Inc.

c/o DUMAC, Inc.

280 S Mangum St., Suite 210

Durham, NC 27701

 

 
 

 

DUMAC, Inc.

280 S Mangum St., Suite 210

Durham, NC 27701

 

Item 2(c).Citizenship:

 

Duke University

North Carolina

 

The Duke Endowment

North Carolina

 

Employees’ Retirement Plan of Duke University

North Carolina

 

Duke University Health System, Inc.

North Carolina

 

DUMAC, Inc.

North Carolina

 

Item 2(d).Title of Class of Securities

 

Common Stock, $.01 par value

 

Item 2(e).CUSIP Number:

 

46116V105

 

Item 3. If this statement is filed pursuant to rule 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.
       
  (b) £ Bank as defined in Section 3(a)(6) of the Act.
       
  (c) £ Insurance company as defined in Section 3(a)(19) of the Act.
       
  (d) £ Investment company registered under Section 8 of the Investment Company Act of 1940.
       
  (e) £ An investment adviser 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.
       
  (j) £ Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).

 

Item 4.Ownership

 

As of the date of this filing, Duke University beneficially owns 1,111,968 shares of Common Stock of INTL, which constitutes approximately 5.8% of INTL’s outstanding Common Stock as reported in its Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2013 filed on February 10, 2014. Of the above 1,111,968 shares of Common Stock, Duke University has sole voting and dispositive power over 508,289 shares of Common Stock and shared dispositive power over 603,679 shares of Common Stock.

 

The Duke Endowment beneficially owns, and has sole voting and dispositive power over, 304,929 shares of Common Stock of INTL, which constitutes approximately 1.6% of INTL’s outstanding Common Stock. The Employees’ Retirement Plan of Duke University beneficially owns, and has sole voting and dispositive power over, 139,634 shares of Common Stock of INTL, which constitutes approximately 0.7% of INTL’s outstanding Common Stock. Duke University Health System, Inc. beneficially owns, and has sole voting and dispositive power over, 159,116 shares of Common Stock of INTL, which constitutes approximately 0.8% of INTL’s outstanding Common Stock. None of The Duke Endowment, Employees’ Retirement Plan of Duke University or Duke University Health System, Inc. has shared voting and dispositive power over any shares of Common Stock of INTL.

 

This Schedule 13G/A has been filed for informational purposes to reflect that DUMAC makes investment decisions for each of Duke University, The Duke Endowment, Duke University Health System, Inc., and the Employees’ Retirement Plan of Duke University. Beneficial ownership of INTL’s shares beneficially owned by Duke University, the Employees’ Retirement Plan of Duke University, Duke University Health System, Inc., the Duke Endowment is also reflected in Schedule 13G/A, as amended, filed by Bares Capital Management, Inc. The Reporting Persons disclaim beneficial ownership over the shares of Common Stock reported above.

 

Item 5.Ownership of Five Percent or Less of 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 5 percent of the class of securities, check the following £.

 

Item 6.Ownership of More Than 5 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 or Control Person

 

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 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.

 

ExhibitsExhibit 99-1

 

Joint Filing Agreement, dated March 6, 2014, by and among DUMAC, The Duke Endowment, Employees’ Retirement Plan of Duke University, Duke University Health System, Inc. and Duke University.

[Signature Page Follows]

 

 
 

 

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.

 

DATED: March 6, 2014

 

  Duke University
     
  By: /s/ Robert E. McGrail
    Name: Robert E. McGrail
    Title: Secretary
      DUMAC, Inc.
     
  The Duke Endowment
     
  By: /s/ Robert E. McGrail
    Name: Robert E. McGrail
    Title: Secretary
      DUMAC, Inc.
     
  Employees’ Retirement Plan of Duke University
     
  By: /s/ Robert E. McGrail
    Name: Robert E. McGrail
    Title: Secretary
      DUMAC, Inc.
     
  Duke University Health System, Inc.
     
  By: /s/ Robert E. McGrail
    Name:   Robert E. McGrail
    Title: Secretary
      DUMAC, Inc.
     
  DUMAC, Inc.
     
  By: /s/ Robert E. McGrail
    Name:   Robert E. McGrail
    Title: Secretary
      DUMAC, Inc.
         

 

 

EX-99.1 2 v370713_ex99-1.htm EXHIBIT 99.1

 

EXHIBIT 99.1

 

JOINT FILING AGREEMENT

 

                In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Shares of Common Stock, of INTL FCStone Inc., and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

 

                The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

 

                This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.

 

[Signature Page Follows]

 

 
 

 

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of March 6, 2014.

 

  Duke University
     
  By: /s/ Robert E. McGrail
    Name: Robert E. McGrail
    Title: Secretary
      DUMAC, Inc.
     
  The Duke Endowment
     
  By: /s/ Robert E. McGrail
    Name: Robert E. McGrail
    Title: Secretary
      DUMAC, Inc.
     
  Employees’ Retirement Plan of Duke University
     
  By: /s/ Robert E. McGrail
    Name: Robert E. McGrail
    Title: Secretary
      DUMAC, Inc.
     
  Duke University Health System, Inc.
     
  By: /s/ Robert E. McGrail
    Name:   Robert E. McGrail
    Title: Secretary
      DUMAC, Inc.
     
  DUMAC, Inc.
     
  By: /s/ Robert E. McGrail
    Name:   Robert E. McGrail
    Title: Secretary
      DUMAC, Inc.