-----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, K6CSHX/6OPDxtRhSG6nUkLYWEyIQ8plzwTqtSKDilIcoKnzNcrlf/LiUzAayZBbL ZGrpB85Dhm3q0SCIzES4nw== 0000902664-11-000558.txt : 20110214 0000902664-11-000558.hdr.sgml : 20110214 20110214181831 ACCESSION NUMBER: 0000902664-11-000558 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110214 DATE AS OF CHANGE: 20110214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Pampa Energy Inc. CENTRAL INDEX KEY: 0001469395 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 000000000 STATE OF INCORPORATION: C1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-85324 FILM NUMBER: 11608792 BUSINESS ADDRESS: STREET 1: ORTIZ DE OCAMPO 3302 STREET 2: BUILDING #4 CITY: CITY OF BUENOS AIRES STATE: C1 ZIP: C1425DSR BUSINESS PHONE: 54-11-4809-9500 MAIL ADDRESS: STREET 1: ORTIZ DE OCAMPO 3302 STREET 2: BUILDING #4 CITY: CITY OF BUENOS AIRES STATE: C1 ZIP: C1425DSR FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Eton Park Capital Management, L.P. CENTRAL INDEX KEY: 0001314588 IRS NUMBER: 113719116 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 399 PARK AVENUE STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2127565300 MAIL ADDRESS: STREET 1: 399 PARK AVENUE STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G/A 1 p11-0466sc13ga.htm PAMPA ENERGIA S.A. p11-0466sc13ga.htm
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
SCHEDULE 13G/A
(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 13d-2(b)
 
(Amendment No. 1)*
 
PAMPA ENERGIA S.A.
(Name of Issuer)
 
AMERICAN DEPOSITARY SHARES
(Title of Class of Securities)
 
697660207
(CUSIP Number)
 
December 31, 2010
(Date of event which requires filing of this statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule 13G/A is filed:
 
¨
Rule 13d-1(b)
x
Rule 13d-1(c)
¨
Rule 13d-1(d)
 
(Page 1 of 14 Pages)

______________________________
*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 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 purposes 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).
 

 
 
 
CUSIP No.  697660207
 
13G/A
Page 2 of 14 Pages



     
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
EP Cayman, Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
(a) x
(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
12,531,125
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
12,531,125
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,531,125
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.95%
12
TYPE OF REPORTING PERSON**
CO

** SEE INSTRUCTIONS BEFORE FILLING OUT!
 

 
 
 
CUSIP No.  697660207
 
13G/A
Page 3 of 14 Pages



     
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Eton Park Fund, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
(a) x
(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
20,881,100
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
20,881,100
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,881,100
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.59%
12
TYPE OF REPORTING PERSON**
PN


** SEE INSTRUCTIONS BEFORE FILLING OUT!
 


 
 
 
CUSIP No.  697660207
 
13G/A
Page 4 of 14 Pages



     
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Eton Park Master Fund, Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
(a) x
(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
62,051,275
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
62,051,275
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,051,275
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.72%
12
TYPE OF REPORTING PERSON**
CO


** SEE INSTRUCTIONS BEFORE FILLING OUT!
 


 
 
 
CUSIP No.  697660207
 
13G/A
Page 5 of 14 Pages



     
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Eton Park Associates, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
(a) x
(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
33,412,225
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
33,412,225
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
33,412,225
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.54%
12
TYPE OF REPORTING PERSON**
PN


** SEE INSTRUCTIONS BEFORE FILLING OUT!
 


 
 
 
CUSIP No.  697660207
 
13G/A
Page 6 of 14 Pages



     
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Eton Park Capital Management, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
(a) x
(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
95,463,500
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
95,463,500
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
95,463,500
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.26%
12
TYPE OF REPORTING PERSON**
IA


** SEE INSTRUCTIONS BEFORE FILLING OUT!
 


 
 
 
CUSIP No.  697660207
 
13G/A
Page 7 of 14 Pages



     
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Eric M. Mindich
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
(a) x
(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
95,463,500
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
95,463,500
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
95,463,500
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.26%
12
TYPE OF REPORTING PERSON**
IN


** SEE INSTRUCTIONS BEFORE FILLING OUT!
 


 


 
 
 
CUSIP No.  697660207
 
13G/A
Page 8 of 14 Pages

 

 
Item 1 (a).
NAME OF ISSUER:
   
 
The name of the issuer is Pampa Energia S.A. (the "Company").

Item 1(b).
ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
   
 
The Company's principal executive offices are located at Ortiz de Ocampo 3302, Building #4, Buenos Aires, C1425DSR Argentina.

Item 2 (a).
NAME OF PERSON FILING:

   
This statement is filed by:
     
   
(i)
EP Cayman, Ltd., a Cayman Islands exempted company ("EP Cayman"), with respect to American Depositary Shares (defined in Item 2(d) below) directly owned by it;
     
   
(ii)
Eton Park Fund, L.P., a Delaware limited partnership ("EP Fund"), with respect to the American Depositary Shares directly owned by it;
     
   
(iii)
Eton Park Master Fund, Ltd., a Cayman Islands exempted company ("EP Master Fund"), with respect to the American Depositary Shares directly owned by it;
     
   
(iv)
Eton Park Associates, L.P., a Delaware limited partnership ("EP Associates"), which serves as the general partner of EP Fund, with respect to the American Depositary Shares directly owned by EP Fund and the American Depositary Shares indirectly owned by EP Fund, through EP Cayman, its wholly-owned subsidiary;
     
   
(v)
Eton Park Capital Management, L.P., a Delaware limited partnership ("EP Management"), which serves as investment manager to EP Master Fund, EP Fund and EP Cayman, with respect to the American Depositary Shares directly owned by EP Master Fund, EP Fund and EP Cayman, respectively; and
     
   
(vi)
 Eric M. Mindich ("Mr. Mindich"), with respect to the American Depositary Shares directly owned by each of EP Cayman, EP Fund and EP Master Fund.
     
   
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."  Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.

Item 2(b).
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

 
The address of the business office of each of the Reporting Persons is 399 Park Ave, 10th Floor, NY, NY 10022.


 
 
 
CUSIP No.  697660207
 
13G/A
Page 9 of 14 Pages



Item 2(c).
CITIZENSHIP:

 
EP Fund is a limited partnership organized under the laws of the State of Delaware.  EP Master Fund and EP Cayman are companies organized under the laws of the Cayman Islands.  EP Associates and EP Management are limited partnerships organized under the laws of the State of Delaware.  Mr. Mindich is a United States citizen.

Item 2(d).
TITLE OF CLASS OF SECURITIES:
   
 
American Depositary Shares (the "American Depositary Shares")

Item 2(e).
CUSIP NUMBER:
   
 
697660207

Item 3.
IF THIS STATEMENT IS FILED PURSUANT TO RULES 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 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)
¨
Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E),
   
(f)
¨
Employee Benefit Plan or Endowment Fund in accordance with 13d-1(b)(1)(ii)(F),
   
(g)
¨
Parent Holding Company or control person in accordance with Rule 13d-1(b)(ii)(G),
   
(h)
¨
Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act,
   
(i)
¨
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 Rule 13d-1(b)(1)(ii)(J).

 
If this statement is filed pursuant to Rule 13d-1(c), check this box:  x


 
 
 
CUSIP No.  697660207
 
13G/A
Page 10 of 14 Pages



Item 4.
OWNERSHIP.
   
 
The percentages used herein are calculated based upon 1,314,310,895 shares of common stock issued and outstanding, as of September 30, 2010, with twenty-five (25) shares of common stock equal to one (1) American Depositary Share, as reported in the Company's 6-K filed on November 19, 2010 with the Securities and Exchange Commission by the Company.

 
A.
EP Cayman, Ltd.
     
(a)
Amount beneficially owned:  12,531,125
     
(b)
Percent of class:  0.95%
     
(c)
(i)
Sole power to vote or direct the vote:  0
       
(ii)
Shared power to vote or direct the vote:  12,531,125
       
(iii)
Sole power to dispose or direct the disposition:  0
       
(iv)
Shared power to dispose or direct the disposition:  12,531,125

 
B.
Eton Park Fund, L.P.
     
(a)
Amount beneficially owned:  20,881,100
     
(b)
Percent of class:  1.59%
     
(c)
(i)
Sole power to vote or direct the vote:  0
       
(ii)
Shared power to vote or direct the vote:  20,881,100
       
(iii)
Sole power to dispose or direct the disposition:  0
       
(iv)
Shared power to dispose or direct the disposition:  20,881,100

 
C.
Eton Park Master Fund, Ltd.
     
(a)
Amount beneficially owned:  62,051,275
     
(b)
Percent of class:  4.72%
     
(c)
(i)
Sole power to vote or direct the vote:  0
       
(ii)
Shared power to vote or direct the vote:  62,051,275
       
(iii)
Sole power to dispose or direct the disposition:  0
       
(iv)
Shared power to dispose or direct the disposition:  62,051,275

 
D.
Eton Park Associates, L.P.
     
(a)
Amount beneficially owned:  33,412,225
     
(b)
Percent of class:  2.54%
     
(c)
(i)
Sole power to vote or direct the vote:  0
       
(ii)
Shared power to vote or direct the vote:  33,412,225
       
(iii)
Sole power to dispose or direct the disposition:  0
       
(iv)
Shared power to dispose or direct the disposition:  33,412,225

 
E.
Eton Park Capital Management, L.P.
     
(a)
Amount beneficially owned:  95,463,500
     
(b)
Percent of class:  7.26%
     
(c)
(i)
Sole power to vote or direct the vote:  0
       
(ii)
Shared power to vote or direct the vote:  95,463,500
       
(iii)
Sole power to dispose or direct the disposition:  0
       
(iv)
Shared power to dispose or direct the disposition:  95,463,500


 
 
 
CUSIP No.  697660207
 
13G/A
Page 11 of 14 Pages



 
F.
Eric M. Mindich
     
(a)
Amount beneficially owned:  95,463,500
     
(b)
Percent of class:  7.26%
     
(c)
(i)
Sole power to vote or direct the vote:  0
       
(ii)
Shared power to vote or direct the vote:  95,463,500
       
(iii)
Sole power to dispose or direct the disposition:  0
       
(iv)
Shared power to dispose or direct the disposition:  95,463,500

Item 5.
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
   
 
Not applicable.

Item 6.
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
   
 
EP Associates, the general partner of EP Fund, has the power to direct the affairs of EP Fund and of EP Cayman including decisions with respect to the disposition of the proceeds from the sale of the American Depositary Shares held by EP Fund and EP Cayman.  Eton Park Associates, L.L.C. serves as the general partner of EP Associates.  Mr. Mindich is managing member of Eton Park Associates, L.L.C. and may, by virtue of his position as managing member, be deemed to have power to direct the vote and disposition of the American Depositary Shares held by EP Fund and EP Cayman.  EP Master Fund, EP Fund and EP Cayman are clients of EP Management.  Eton Park Capital Management, L.L.C. serves as the general partner of EP Management.  Mr. Mindich is the managing member of Eton Park Capital M anagement, L.L.C. and may, by virtue of his position as managing member, be deemed to have power to direct the vote and disposition of the American Depositary Shares held by EP Master Fund.  Mr. Mindich disclaims beneficial ownership of the American Depositary Shares reported herein, other than the portion of such shares which relates to his individual economic interest in each of EP Cayman, EP Fund and EP Master Fund.

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 Item 2.

Item 9.
NOTICE OF DISSOLUTION OF GROUP.
   
 
Not applicable.


 
 
 
CUSIP No.  697660207
 
13G/A
Page 12 of 14 Pages



Item 10.
CERTIFICATION.

 
Each of the Reporting Persons hereby makes the following 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.  697660207
 
13G/A
Page 13 of 14 Pages



SIGNATURES
 
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
 

DATED:
   February 14, 2011  
 
ERIC M. MINDICH, individually, and as managing member of: (i) Eton Park Associates, L.L.C., as general partner of Eton Park Associates, L.P., (a) for itself and (b) as general partner of Eton Park Fund, L.P.; and (ii) Eton Park Capital Management, L.L.C., as general partner of Eton Park Capital Management, L.P., (a) for itself and (b) as investment adviser of Eton Park Master Fund, Ltd., Eton Park Fund, L.P. and EP Cayman, Ltd.
   
 
By:
  /s/ Marcy Engel
 
   
Name:  Marcy Engel*
   
Title:  Attorney-in-Fact
   
   
 
EP Cayman, Ltd.
   
 
By:
  /s/ Marcy Engel
 
   
Name:  Marcy Engel
   
Title:  Director
   
   
* Pursuant to a Power of Attorney dated as of August 17, 2007 attached hereto as Exhibit 1.
   
   


 
 
 
CUSIP No.  697660207
 
13G/A
Page 14 of 14 Pages



EXHIBIT 1
 
POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS, that I, ERIC M. MINDICH, hereby make, constitute and appoint MARCY ENGEL, acting individually, as my agent and attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Managing Member, member of or in other capacities with Eton Park Capital Management, L.L.C., Eton Park Associates, L.L.C. and each of their affiliates or entities under my control, all documents relating to the beneficial ownership of securities required to be filed with the United States Securities and Exchange Commission (the "SEC") pursuant to Section 13(d), Section 13(g) or Section 16(a) of the Securities Exchange Act of 1934 (the "Act").

All past acts of the attorneys-in-fact in furtherance of the foregoing are hereby ratified and confirmed.

This power of attorney shall be valid from the date hereof until revoked by me.

IN WITNESS WHEREOF, I have executed this instrument as of the 17th day of August, 2007.


 
 /s/ Eric M. Mindich    
 Eric M. Mindich    
     
 
 
 


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