0001104659-11-036228.txt : 20110623 0001104659-11-036228.hdr.sgml : 20110623 20110623201531 ACCESSION NUMBER: 0001104659-11-036228 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20110616 FILED AS OF DATE: 20110623 DATE AS OF CHANGE: 20110623 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Volcom Inc CENTRAL INDEX KEY: 0001324570 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 330466919 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1740 MONROVIA AVENUE CITY: COSTA MESA STATE: CA ZIP: 92627 BUSINESS PHONE: 949-646-2175 MAIL ADDRESS: STREET 1: 1740 MONROVIA AVENUE CITY: COSTA MESA STATE: CA ZIP: 92627 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PPR S.A. CENTRAL INDEX KEY: 0001142252 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51382 FILM NUMBER: 11928843 BUSINESS ADDRESS: STREET 1: 18 PLACE HENRI BERGSON STREET 2: 75387 PARIS CE DEX 08 CITY: FRANCE STATE: I0 ZIP: 00000 BUSINESS PHONE: 33 1 45 64 63 43 MAIL ADDRESS: STREET 1: 10 AVENUE HOCHE STREET 2: 75381 PARIS CEDEX CITY: FRANCE STATE: I0 ZIP: 00000 FORMER NAME: FORMER CONFORMED NAME: PINAULT PRINTEMPS REDOUTE S A /FI DATE OF NAME CHANGE: 20010611 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Transfer Holding, Inc. CENTRAL INDEX KEY: 0001520233 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51382 FILM NUMBER: 11928842 BUSINESS ADDRESS: STREET 1: C/O GUCCI AMERICA, INC. STREET 2: 685 5TH AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-379-8447 MAIL ADDRESS: STREET 1: C/O GUCCI AMERICA, INC. STREET 2: 685 5TH AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 4 1 a4.xml 4 X0303 4 2011-06-16 1 0001324570 Volcom Inc VLCM 0001142252 PPR S.A. 10 AVENUE HOCHE 75381 PARIS CEDEX FRANCE I0 00000 FRANCE 0 0 1 0 0001520233 Transfer Holding, Inc. C/O GUCCI AMERICA, INC. 685 5TH AVENUE NEW YORK NY 10022 0 0 1 0 Common Stock, par value $0.001 per share 2011-06-16 4 P 0 17686156 24.50 A 17686156 I See footnote Common Stock, par value $0.001 per share 2011-06-22 4 P 0 3692991 24.50 A 21379147 I See footnote Common Stock, par value $0.001 per share 2011-06-23 4 P 0 15256551 24.50 A 36635698 I See footnote Common Stock, par value $0.001 per share 2011-06-23 4 P 0 3075463 24.50 A 100 I See footnote This form is a joint filing by PPR S.A. ("PPR") and Transfer Holding, Inc., an indirect wholly owned subsidiary of PPR ("Transfer"). Shares of Common Stock, par value $0.001 per share (the "Shares"), of Volcom, Inc. ("Volcom") acquired during the initial offering period of the tender offer effected pursuant to the Agreement and Plan of Merger, dated as of May 2, 2011 (the "Merger Agreement"), by and among PPR, Transfer and Volcom (such tender offer, the "Offer"). Shares were held by Transfer. As Transfer is an indirect wholly owned subsidiary of PPR, PPR may be deemed to have acquired indirect beneficial ownership of such Shares. Shares of Volcom acquired during the subsequent offering period of the Offer. Shares acquired pursuant to the exercise of "top-up" option to purchase additional shares from Volcom, at $24.50 per share, under the terms of the Merger Agreement. Reflects all of the outstanding Shares of Volcom not tendered in the Offer, which may be deemed to have been acquired by PPR and Transfer pursuant to the consummation of the Merger (as defined below). Following the exercise of the "top-up" option, Transfer was merged with and into Volcom, with Volcom surviving the Merger as an indirect wholly owned subsidiary of PPR pursuant to a "short-form merger" under Delaware law (the "Merger"). At the effective time of the Merger, all of Volcom's previously outstanding stock held by PPR and Transfer were cancelled, and each share of Transfer was converted into a share of the surviving company's stock. Prior to the Merger, PPR may be deemed to have indirectly held 100 shares of Transfer, which represented all of the issued and outstanding capital stock of Transfer. Exhibit List: Exhibit 99.1 - Joint Filer Information; Exhibit 99.2 - Joint Filer Signatures /s/ Jean-Francois Palus - Deputy Chief Executive Officer of PPR S.A. 2011-06-23 EX-99.1 2 ex-99d1.htm EX-99.1 Exhibit 99

Exhibit 99.1

 

Joint Filer Information

 

Designated Filer: PPR S.A.

Issuer & Ticker Symbol: Volcom, Inc. (VLCM)

Date of Event Requiring Statement: June 16, 2011, June 22, 2011 and June 23, 2011

 

Joint Filers:

 

1. Name: PPR S.A.

Address: 10 avenue Hoche

75381 Paris, France

 

2. Name: Transfer Holding, Inc.

Address: 685 5th Avenue

New York, New York 10022

 

 EX-99.2 3 ex-99d2.htm EX-99.2 Exhibit 99

Exhibit 99.2

 

Joint Filers’ Signatures

 

Designated Filer: PPR S.A.

Issuer & Ticker Symbol: Volcom, Inc. (VLCM)

Date of Event Requiring Statement: June 16, 2011, June 22, 2011 and June 23, 2011

 

PPR S.A.

 

By:

/s/ Jean-François Palus

 

Name: Jean-François Palus

 

Title: Deputy Chief Executive Officer

 

Date: June 23, 2011

 

 

 

TRANSFER HOLDING, INC.

 

By:

/s/ Jean-François Palus

 

Name: Jean-François Palus

 

Title: Chief Executive Officer

 

Date: June 23, 2011