UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.______)*
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
þ Rule 13d-1(c)
o 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).
CINS No. |
G2114K115 |
1 | NAMES OF REPORTING PERSONS Fir Tree Value Master Fund, L.P. |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
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(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Cayman Islands | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 320,000 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
320,000 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
320,000 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
4.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN |
2
CINS No. |
G2114K115 |
1 | NAMES OF REPORTING PERSONS Fir Tree Capital Opportunity Master Fund, L.P. |
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2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Cayman Islands | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 55,000 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
55,000 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
55,000 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
0.8% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN |
3
CINS No. |
G2114K115 |
1 | NAMES OF REPORTING PERSONS Fir Tree, Inc. |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
New York | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 375,000 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
375,000 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
375,000 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.2% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
CO |
4
5
(a) | Fir Tree Value is the beneficial owner of 320,000 Ordinary
Shares. Fir Tree Capital is the beneficial owner of 55,000 Ordinary Shares.
Fir Tree may be deemed to beneficially own the Ordinary Shares held by Fir Tree
Value and Fir Tree Capital as a result of being the investment manager of each
of Fir Tree Value and Fir Tree Capital. |
(b) | Fir Tree Value beneficially owns 320,000 Ordinary Shares,
which represents approximately 4.5% of the Ordinary Shares outstanding. Fir
Tree Capital beneficially owns 55,000 Ordinary Shares, which represents
approximately 0.8% of the Ordinary Shares outstanding. Collectively, the
Reporting Persons beneficially own 375,000 Ordinary Shares, which represents
approximately 5.2% of the Common Stock outstanding. These percentages are
determined by dividing the number of shares of Common Stock beneficially held
by each of the Reporting Persons, by 7,187,500, the number of Ordinary Shares
issued and outstanding as of May 26, 2011, as reported in the Issuers 424B4
Prospectus filed on May 31, 2011. |
(c) | Fir Tree Value may direct the vote and disposition of 320,000
Ordinary Shares. Fir Tree Capital may direct the vote and disposition of
55,000 Ordinary Shares. Fir Tree has been granted investment discretion over
the Ordinary Shares held by Fir Tree Value and Fir Tree Capital, and thus, has
the shared power to direct the vote and disposition of 375,000 Ordinary Shares. |
6
Item 7 | Identification and Classification of the Subsidiary which Acquired the Security Being
Reported On by the Parent Holding Company. |
7
FIR TREE VALUE MASTER FUND, L.P. | ||||||||
By: | FIR TREE, INC., its Manager | |||||||
By: | /s/ Jeffrey Tannenbaum | |||||||
Name: Jeffrey Tannenbaum | ||||||||
Title: President | ||||||||
FIR TREE CAPITAL OPPORTUNITY MASTER FUND, L.P. | ||||||||
By: | FIR TREE, INC., its Manager | |||||||
By: | /s/ Jeffrey Tannenbaum | |||||||
Name: Jeffrey Tannenbaum | ||||||||
Title: President | ||||||||
FIR TREE, INC. | ||||||||
By: | /s/ Jeffrey Tannenbaum | |||||||
Name: Jeffrey Tannenbaum |
||||||||
Title: President |
8
FIR TREE VALUE MASTER FUND, L.P. | ||||||||
By: | FIR TREE, INC., its Manager | |||||||
By: | /s/ Jeffrey Tannenbaum | |||||||
Name: Jeffrey Tannenbaum | ||||||||
Title: President | ||||||||
FIR TREE CAPITAL OPPORTUNITY MASTER FUND, L.P. | ||||||||
By: | FIR TREE, INC., its Manager | |||||||
By: | /s/ Jeffrey Tannenbaum | |||||||
Name: Jeffrey Tannenbaum | ||||||||
Title: President |
9
FIR TREE, INC. | ||||||||
By: | /s/ Jeffrey Tannenbaum | |||||||
Name: Jeffrey Tannenbaum | ||||||||
Title: President |
10