SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
MERRILL LYNCH PIERCE FENNER & SMITH INC

(Last) (First) (Middle)
4 WORLD FINANCIAL CENTER
NORTH TOWER

(Street)
NEW YORK NY 10080

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/15/2003
3. Issuer Name and Ticker or Trading Symbol
CHART INDUSTRIES INC [ CIDI ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 225,588(1)(2)(3) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. These shares of the Issuer's common stock, par value $0.01 per share ("Shares"), were acquired by Merrill Lynch, Pierce, Fenner & Smith Incorporated, a Delaware corporation ("MLPFS"), in connection with the Issuer's (and certain of its U.S. subsidiaries) emergence from Chapter 11 bankruptcy proceedings on September 15, 2003 (the "Consummation Date"). Pursuant to the Issuer's bankruptcy plan (the "Plan"), 4,271,419 Shares were issued to certain senior lenders of the Issuer prior to its bankruptcy, including MLPFS and its parent holding company, Merrill Lynch & Co., Inc. ("MLC," and, collectively with MLPFS, the "Reporting Persons"), as of the Consummation Date. Of this amount, 225,588 Shares were issued to MLPFS.
2. As of the Consummation Date, the Issuer and certain significant holders of Shares, including the Reporting Persons (the "Stockholder Parties"), entered into the Investor Rights Agreement pursuant to the Plan. The Reporting Persons' ability to vote or dispose of the Shares is controlled by the terms of the Investor Rights Agreement. As a result of being a party to the Investor Rights Agreement, the Reporting Persons may be deemed to be a member of a "group," along with such other Stockholder Parties, pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Act"), that, combined, has beneficial ownership of more than 10% of the Issuer's outstanding Shares.
3. The filing of this statement shall not be deemed an admission that any of the Reporting Persons are members of any such "group" or that any of the Reporting Persons is the beneficial owner of any Shares or other securities owned by any other person. The Reporting Persons disclaim beneficial ownership of the Shares subject to the Investor Rights Agreement except to the extent of their pecuniary interest therein. The filing of this statement shall not be deemed a determination that this filing is required under Section 16(a) of the Act.
Jonathan N. Santelli, as Assistant Secretary of Merrill Lynch, Pierce, Fenner & Smith Incorporated and as Attorney-in-Fact 10/19/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.