-----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, BqeE2/rV1q/jYbMhoM2pv/efjB15IaaCXoujHhoefkdsK4qqz2HHvML1bF8i0yqD TX5aoLM4XayCl3t/N0aEMw== 0001104659-03-002214.txt : 20030214 0001104659-03-002214.hdr.sgml : 20030214 20030213201755 ACCESSION NUMBER: 0001104659-03-002214 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030214 GROUP MEMBERS: CITADEL EDISON FUND L.P. GROUP MEMBERS: CITADEL EDISON FUND LTD. GROUP MEMBERS: CITADEL EDISON INVESTMENTS LTD. GROUP MEMBERS: CITADEL EQUITY FUND LTD. GROUP MEMBERS: CITADEL EQUITY OPPORTUNITY FUND L.P. GROUP MEMBERS: CITADEL EQUITY OPPORTUNITY FUND LTD. GROUP MEMBERS: CITADEL EQUITY OPPORTUNITY INVESTMENTS LTD. GROUP MEMBERS: CITADEL INVESTMENT GROUP, L.L.C. GROUP MEMBERS: CITADEL JACKSON INVESTMENT FUND LTD. GROUP MEMBERS: CITADEL KENSINGTON GLOBAL STRATEGIES FUND LTD. GROUP MEMBERS: CITADEL WELLINGTON PARTNERS L.P. GROUP MEMBERS: GLB PARTNERS, L.P. GROUP MEMBERS: KENNETH GRIFFIN FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CITADEL L P CENTRAL INDEX KEY: 0001027745 IRS NUMBER: 364111741 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 225 WEST WASHINGTON 9TH FLOOR STREET 2: 312-696-2121 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3126962100 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EMULEX CORP /DE/ CENTRAL INDEX KEY: 0000350917 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 510300558 STATE OF INCORPORATION: DE FISCAL YEAR END: 0627 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-34050 FILM NUMBER: 03562219 BUSINESS ADDRESS: STREET 1: 3535 HARBOR BLVD CITY: COSTA MESA STATE: CA ZIP: 92626 BUSINESS PHONE: 7146625600 MAIL ADDRESS: STREET 1: 3535 HARBOR BOULEVARD CITY: COSTA MESA STATE: CA ZIP: 92626 SC 13G/A 1 j7416_sc13ga.htm SC 13G/A

SEC 1745
(02-02)


Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires: December 31, 2005

 

SCHEDULE 13G
(Rule 13d-102)

Estimated average burden hours per response. . 11

 

Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No.  1)*

 

Emulex Corporation

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

292475209

(CUSIP Number)

 

December 31, 2002

(Date of Event Which Requires Filing of this Statement)

 

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

[     ]

Rule 13d-1(b)

[X]

Rule 13d-1(c)

[     ]

Rule 13d-1(d)

 

*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 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).

 



 

 

CUSIP No.   292475209

Page 2 of 24

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Limited Partnership

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Illinois limited partnership
U.S.A.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
PN; HC

 

 

Page 2 of 24



 

CUSIP No.   292475209

Page 3 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
GLB Partners, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware limited partnership, U.S.A.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
PN; HC

 

 

Page 3 of 24



 

CUSIP No.   292475209

Page 4 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Investment Group, L.L.C.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware limited liability company
U.S.A.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
OO; HC

 

 

Page 4 of 24



 

CUSIP No.   292475209

Page 5 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Kenneth Griffin

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
U.S. Citizen
U.S.A.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
IN; HC

 

 

Page 5 of 24



 

CUSIP No.   292475209

Page 6 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Wellington Partners L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Illinois limited partnership
U.S.A.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
PN; HC

 

 

Page 6 of 24



 

CUSIP No.   292475209

Page 7 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Equity Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Bermuda company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

 

Page 7 of 24



 

CUSIP No.   292475209

Page 8 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Kensington Global Strategies Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Bermuda company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
CO; HC

 

 

Page 8 of 24



 

CUSIP No.   292475209

Page 9 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Jackson Investment Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

 

Page 9 of 24



 

CUSIP No.   292475209

Page 10 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Edison Fund L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[X]

 

 

(b)

[   ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
a Delaware limited partnership

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
PN; HC

 

 

Page 10 of 24



 

CUSIP No.   292475209

Page 11 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Edison Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[X]

 

 

(b)

[   ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
CO; HC

 

 

Page 11 of 24



 

CUSIP No.   292475209

Page 12 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Edison Investments Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[X]

 

 

(b)

[   ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

 

Page 12 of 24



 

CUSIP No.   292475209

Page 13 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Equity Opportunity Fund L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[X]

 

 

(b)

[   ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
a Delaware limited partnership

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
PN; HC

 

 

Page 13 of 24



 

CUSIP No.   292475209

Page 14 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Equity Opportunity Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[X]

 

 

(b)

[   ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
CO; HC

 

 

Page 14 of 24



 

CUSIP No.   292475209

Page 15 of 24

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Equity Opportunity Investments Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[X]

 

 

(b)

[   ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
$45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in Row 6 above.)

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

 

Page 15 of 24



 

CUSIP No.   292475209

Page 16 of 24

Item 1.

 

(a)

Name of Issuer
EMULEX CORPORATION

 

(b)

Address of Issuer's Principal Executive Offices
3535 Harbor Boulevard
Costa Mesa, California 92626

 

Item 2.

 

(a)

Name of Person Filing

 

(b)

Address of Principal Business Office or, if none, Residence

 

(c)

Citizenship

Citadel Limited Partnership

225 W. Washington

9th Floor

Chicago, Illinois 60606

Illinois limited partnership

GLB Partners, L.P.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Delaware limited partnership

Citadel Investment Group, L.L.C.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Delaware limited liability company

Kenneth Griffin

225 W. Washington

9th Floor

Chicago, Illinois 60606

U.S. Citizen

Citadel Wellington Partners L.P.

c/o Citadel Investment Group, L.L.C.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Illinois limited partnership

 

 

Page 16 of 24



 

CUSIP No.   292475209

Page 17 of 24

 

 

Citadel Equity Fund Ltd.

c/o Citadel Investment Group, L.L.C.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Bermuda company

Citadel Kensington Global Strategies Fund Ltd.

c/o Citadel Investment Group, L.L.C.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Bermuda company

Citadel Jackson Investment Fund Ltd.

c/o Citadel Investment Group, L.L.C.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Cayman Islands company

Citadel Edison Fund L.P.

c/o Citadel Investment Group, L.L.C.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Delaware limited partnership

Citadel Edison Fund Ltd.

c/o Citadel Investment Group, L.L.C.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Cayman Islands company

Citadel Edison Investments Ltd.

c/o Citadel Investment Group, L.L.C.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Cayman Islands company

Citadel Equity Opportunity Fund L.P.

c/o Citadel Investment Group, L.L.C.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Delaware limited partnership

 

 

Page 17 of 24



 

CUSIP No.   292475209

Page 18 of 24

 

 

Citadel Equity Opportunity Fund Ltd.

c/o Citadel Investment Group, L.L.C.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Cayman Islands company

Citadel Equity Opportunity Investments Ltd.

c/o Citadel Investment Group, L.L.C.

225 W. Washington

9th Floor

Chicago, Illinois 60606

Cayman Islands company

 

 

(d)

Title of Class of Securities
Common Stock, par value $0.10 per share

 

(e)

CUSIP Number
292475209

 

Item 3.

If this statement is filed pursuant to §§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 (15 U.S.C. 78o).

 

(b)

[  ]

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

[  ]

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

[  ]

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(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 associations 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 (15 U.S.C. 80a-3);

 

(j)

[  ]

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

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

 

Page 18 of 24



 

CUSIP No.   292475209

Page 19 of 24

Item 4.

Ownership

 

CITADEL LIMITED PARTNERSHIP

GLB PARTNERS, L.P.

CITADEL INVESTMENT GROUP, L.L.C.

KENNETH GRIFFIN

CITADEL WELLINGTON PARTNERS L.P.

CITADEL EQUITY FUND LTD.

CITADEL KENSINGTON GLOBAL STRATEGIES FUND LTD.

CITADEL JACKSON INVESTMENT FUND LTD.

CITADEL EDISON FUND L.P.

CITADEL EDISON FUND LTD.

CITADEL EDISON INVESTMENTS LTD.

CITADEL EQUITY OPPORTUNITY FUND LTD.

CITADEL EQUITY OPPORTUNITY FUND L.P.

CITADEL EQUITY OPPORTUNITY INVESTMENTS LTD.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:    $45,000,000 in principal amount of 1.75% Convertible Subordinated Notes Due February 1, 2007 (convertible into 835,809 shares of Common Stock)

1,124,578 shares of Common Stock

 

(b)

Percent of class:    Approximately 2.4% as of December 31, 2002.  (Based on 81,950,169 shares of Common Stock issued and outstanding as of November 5, 2002, plus the shares of Common Stock issuable upon the conversion of the Convertible Notes referred to in item (a) above.)

 

 

Page 19 of 24



 

CUSIP No.   292475209

Page 20 of 24

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote  0

 

 

(ii)

Shared power to vote or to direct the vote  See item (a) above.

 

 

(iii)

Sole power to dispose or to direct the disposition of  0

 

 

(iv)

Shared power to dispose or to direct the disposition of    

 

 

 

See item (a) above.

 

Item 5.

Ownership of Five Percent or Less of a Class

 

If this Statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following                          [X].

 

Item 6.

Ownership of More than Five 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

 

See Item 2 above.

 

Item 8.

Identification and Classification of Members of the Group

 

Not Applicable.

 

Page 20 of 24



 

CUSIP No.   292475209

Page 21 of 24

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 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.

 

* Adam C. Cooper is signing on behalf of Kenneth Griffin as attorney-in-fact pursuant to a power of attorney previously filed with the Securities and Exchange Commission on November 19, 2002, and hereby incorporated by reference herein.  The power of attorney was filed as an attachment to a filing by Citadel Limited Partnership on Form 3 for Metals USA, Inc.

 

 

Page 21 of 24



 

CUSIP No.   292475209

Page 22 of 24

 

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

 

Dated this 13th day of February, 2003

 

 

 

KENNETH GRIFFIN

 

 

 

 

 

 

By:

/s/ Adam C. Cooper

 

 

 

Adam C. Cooper, attorney-in-fact

 

 

 

 

CITADEL LIMITED PARTNERSHIP

CITADEL INVESTMENT GROUP, L.L.C.

 

 

 

 

By:

GLB Partners, L.P.,

By:

/s/ Adam C. Cooper

 

its General Partner

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

 

 

 

By:

Citadel Investment Group, L.L.C.,

 

 

 

its General Partner

CITADEL EQUITY FUND LTD.

 

 

 

 

By:

/s/ Adam C. Cooper

 

By:

Citadel Limited Partnership,
its Portfolio Manager

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

 

GLB PARTNERS, L.P.

By:

GLB Partners, L.P.,
its General Partner

 

 

 

 

By:

Citadel Investment Group, L.L.C.,
its General Partner

By:

Citadel Investment Group, L.L.C.,
its General Partner

 

 

 

 

By:

/s/ Adam C. Cooper

 

By:

/s/ Adam C. Cooper

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

 

 

 

CITADEL KENSINGTON GLOBAL
STRATEGIES FUND LTD.

CITADEL EDISON INVESTMENTS LTD.

 

 

 

 

By:

Citadel Limited Partnership,
its Portfolio Manager

By:

Citadel Limited Partnership,
its Portfolio Manager

 

 

 

 

By:

GLB Partners, L.P.,
its General Partner

By:

GLB Partners, L.P.,
its General Partner

 

 

 

 

By:

Citadel Investment Group, L.L.C.,
its General Partner

By:

Citadel Investment Group, L.L.C.,
its General Partner

 

 

 

 

By:

/s/ Adam C. Cooper

 

By:

/s/ Adam C. Cooper

 

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

 

 

 

 

 

Page 22 of 24



 

CUSIP No.   292475209

Page 23 of 24

CITADEL JACKSON INVESTMENT FUND LTD.

CITADEL EQUITY OPPORTUNITY FUND LTD.

 

 

 

 

By:

Citadel Limited Partnership,
its Portfolio Manager

By:

Citadel Limited Partnership,
its Portfolio Manager

 

 

 

 

 

 

By:

GLB Partners, L.P.,
its General Partner

By:

GLB Partners, L.P.,
its General Partner

 

 

 

 

 

 

By:

Citadel Investment Group, L.L.C.,
its General Partner

By:

Citadel Investment Group, L.L.C.,
its General Partner

 

 

 

 

 

 

By:

/s/ Adam C. Cooper

 

By:

/s/ Adam C. Cooper

 

 

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

 

 

 

 

 

CITADEL WELLINGTON PARTNERS L.P.

CITADEL EDISON FUND LTD.

 

 

 

 

By:

Citadel Limited Partnership,
its General Partner

By:

Citadel Limited Partnership,
its Portfolio Manager

 

 

 

 

 

 

By:

GLB Partners, L.P.,
its General Partner

By:

GLB Partners, L.P.,
its General Partner

 

 

 

 

 

 

By:

Citadel Investment Group, L.L.C.,
its General Partner

By:

Citadel Investment Group, L.L.C.,
its General Partner

 

 

 

 

 

 

By:

/s/ Adam C. Cooper

 

By:

/s/ Adam C. Cooper

 

 

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

 

 

Page 23 of 24



 

CUSIP No.   292475209

Page 24 of 24

 

CITADEL EDISON FUND L.P.

CITADEL EQUITY OPPORTUNITY FUND L.P.

 

 

 

 

 

 

By:

Citadel Limited Partnership,
its General Partner

By:

Citadel Limited Partnership,
its General Partner

 

 

 

 

 

 

 

 

By:

GLB Partners, L.P.,
its General Partner

By:

GLB Partners, L.P.,
its General Partner

 

 

 

 

 

 

 

 

By:

Citadel Investment Group, L.L.C.,
its General Partner

By:

Citadel Investment Group, L.L.C.,
its General Partner

 

 

 

 

 

 

 

 

By:

/s/ Adam C. Cooper

 

By:

/s/ Adam C. Cooper

 

 

 

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

 

 

 

 

 

 

 

CITADEL EQUITY OPPORTUNITY INVESTMENTS LTD.

 

 

 

 

 

 

 

By:

Citadel Limited Partnership,
its Portfolio Manager

 

 

 

 

 

 

 

 

 

 

By:

GLB Partners, L.P.,
its General Partner

 

 

 

 

 

 

 

 

 

 

By:

Citadel Investment Group, L.L.C.,
its General Partner

 

 

 

 

 

 

 

 

 

 

By:

/s/ Adam C. Cooper

 

 

 

 

 

 

 

Adam C. Cooper, Senior Managing
Director and General Counsel

 

 

 

 

 

Page 24 of 24


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