SC 13D/A 1 sc-13dlw.htm AMENDMENT NO 3

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D/A
(Rule 13d-101)

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

Liquidation World, Inc.


(Name of Issuer)

Common Shares


(Title of Class of Securities)

536 34D 203


(CUSIP Number)

Ginette Depelteau
Caisse de dépôt et placement du Québec
1981 McGill College Avenue, Montreal (Quebec), H3A 3C7
Tel.: (514) 847-5901


(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

October 23, 2002


(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [ ]

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 13d-7 for other parties to whom copies are to be sent.

* 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 disclosures provided in a prior cover page.

The information required on 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. 536 34D 203


  1. Name Of Reporting Persons
    I.R.S. Identification nos. of above persons (entities only)

    Caisse de dépôt et placement du Québec


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

    (a) [ ]

    (b) [ ]


  3. SEC USE ONLY


  4. Source of Funds (See Instructions)

    WC


  5. Check if Disclosure of Legal Proceedings is Required
    Pursuant to Items 2(d) or 2(e) [ ]


  6. Citizenship or Place of Organization

    Montreal (Quebec) Canada


  7. Sole Voting Power

    954,200 Common Shares


  8. Shares Voting Power


  9. Sole Dispositive Power

    954,200 Common Shares


  10. Shares Dispositive Power


  11. Aggregate Amount Beneficially Owned by Each Reporting Person

    954,200 Common Shares

  12. Check if the Aggregate Amount In Row (11) Excludes Certain Shares (See Instructions) [ ]


  13. Percent of Class Represented by Amount in Row (11)

    11.16%



  14. Type of Reporting Person (See Instructions)

    CO



AMENDMENT NO 2

 

This statement constitutes AN AMENDMENT to the statement previously filed on Schedule 13D by Caisse de dépôt et placement du Québec.

Item 1 - Security and Issuer

This statement is made with respect to the Commons Shares (the "Shares") of Liquidation World, Inc. ("Liquidation"), a Canadian corporation, the address of the principal executive offices of which is 3880, 29th Street NE, Calgary, Alberta T1Y 6B6.

Item 2 - Identity and Background

This statement is filed by the Caisse de dépôt et placement du Québec ("Caisse"). Caisse is a legal person without share capital and a mandatary of the State of the Province de Québec, created by a special act of the Legislature of the Province de Québec. The principal business of Caisse is to receive on deposit and manage funds deposited by agencies and instrumentalities of the Province de Québec.

The address of Caisse's principal business and principal office is 1981, avenue McGill College, Montréal, Québec. The names of the directors and executive officers of Caisse, their business addresses, their present principal occupation or employment, and the name, principal business and address of any corporation or other organization in which such employment is conducted other than Caisse are set forth in Exhibit A, attached hereto.

Each of the directors and executive officers named in Exhibit A is a Canadian citizen.

Neither Caisse nor any of the individuals listed in Exhibit A has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or was or is subject to a judgment, decree or final order, enjoining future violations of, or prohibiting or mandating activities subject to, United States federal or state securities laws or finding any violation with respect to such laws as a result of a civil proceeding of a judicial or administrative body of competent jurisdiction.

 

Item 3 - Source and Amount of Funds or Other Consideration

The net Can. $804,000 paid for the 100,000 Shares acquired and beneficially owned by the Caisse were obtained from the funds on deposit at the Caisse.

Caisse also sold 200,000 Shares for Can.$1,124,000.

Item 4 - Purpose of Transaction

The Shares reported on herein were purchased or sold for purposes of investment. Caisse intends to review its investment in Liquidation periodically, and may, depending on relevant economic and financial market conditions and matters relating to Liquidation, either acquire additional Shares or sell Shares. Any subsequent acquisition of such Shares by Caisse may be made by way of market purchases, private agreements or otherwise.

Caisse has no plan or proposal which relates to or would result in a change in Liquidation business, corporate structure, board of directors, management, capitalization, dividend policy, charter or bylaws or to the registration of Liquidation Shares or their listing on securities exchanges.

Item 5 - Interest in Securities of Issuer

  1. With recent transactions Caisse now beneficially owns 954,200 Shares, representing 11.16% of the Shares outstanding pursuant to most recently available filing with the Commission. The beneficial ownership of Liquidation by the individuals named in item 2 is set forth to the best of Caisse's knowledge in Exhibit C attached, when applicable.
  2. Caisse has the power to vote and to dispose of the Shares it owns.
  3. The dates and amounts of all transactions in the Shares that were effected by the Caisse during the past sixty days are set forth in Exhibit B attached hereto.
  4. No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares of Liquidation listed in response to this item.

Item 6 - Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Caisse and, to the best of its knowledge, the individuals named in Item 2, have no contracts, arrangements, understandings or relationships with respect to any securities of Liquidation.

Item 7 - Material to be Filed as Exhibits

Exhibit A: List of Executive Officers and Directors of Caisse.

Exhibit B: Table of Dates, Number of Shares Purchased and Sold and Price per Share of Purchases and Sales.

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

Signature

Date: October 23, 2002

 

Signature

 

Ginette Depelteau, Vice-President and Corporate Secretary

Name / Title

EXHIBIT A

   

PRINCIPAL

DIRECTORS

BUSINESS ADDRESS

OCCUPATION

     

Henri-Paul Rousseau

Caisse de dépôt et placement du Québec

Chairman

 

1981, avenue McGill College

 
 

Montréal (Québec) H3A 3C7

 
     

Guy Morneau

Régie des rentes du Québec

Chairman of the Board

 

2600, boul. Laurier, bureau 546

and President

 

Québec (Québec) G1V 4T3

 
     

Jean-Claude Bachand

Fraser Milner Casgrain

Lawyer

 

1, Place Ville-Marie

 
 

Bureau 3900

 
 

Montréal (Québec) H3B 4M7

 
     

Bernard Bonin

745, Hot Springs Way

 
 

Ottawa (Québec) K1V 1W8

 
     

Claudette Carbonneau

Confédération des syndicats nationaux

President

 

1601, Delorimier

 
 

Montréal (Québec) H2K 4M5

 
     

Alban D'Amours

Mouvement des caisses Desjardins

President

 

100, avenue des Commandeurs

 
 

Lévis (Québec) G6V 7N5

 
     

Sylvie Dillard

Fonds québécois de la recherche

Member and President

 

sur la nature et les technologies

of the Board and Chief

 

140, Grande-Allée Est, Bureau 450

Executive Officer

 

Québec (Québec) G1R 5M8

 
     

Yves Filion

Hydro-Québec Distribution

President

 

75, boul. René-Lévesque Ouest

 
 

Montréal (Québec) H2Z 1A4

 
     

Gilles Godbout

Ministère des Finances

Deputy Minister,

 

12, rue St-Louis

Finance, Economy

 

Québec (Québec) G1R 5L3

and Research

     

 

   

PRINCIPAL

DIRECTORS

BUSINESS ADDRESS

OCCUPATION

     

Thomas O. Hecht

Technologies IBEX Inc.

Chairman Emeritus

 

5485, rue Paré

 
 

Montréal (Québec) H4P 1P7

 

Henri Massé

Fédération des travailleurs et

President

 

travailleuses du Québec

 
 

545, boul. Crémazie Est, 17e étage

 
 

Montréal, (Québec) H2M 2V1

 
     

Nicole Trudeau

Commission municipale du Québec

Vice-President

 

500, René-Lévesque Blvd. West

 
 

Suite 24.200

 
 

Montréal (Québec) H2Z 1W7

 
     

Duc Vu

Commission administrative des régimes

President

 

de retraite et d'assurances

 
 

475, St-Amable

 
 

Québec (Québec) G1R 5X3

 
     

John T. Wall

6601, Radnor Road

 
 

Bethesda, Maryland

 
 

20817 USA

 
     
     
     
   

PRINCIPAL

OFFICERS

BUSINESS ADDRESS

OCCUPATION

     

Henri-Paul Rousseau

Caisse de dépôt et placement du Québec

Chairman

 

1981, avenue McGill College

 
 

Montréal (Québec) H3A 3C7

 
     

Fernand Perreault

Same

Senior Vice-President,

   

CDP Group- President,

   

CDP Real Estate

     

Claude Séguin

Same

President, CDP Private

   

Equity and Executive

   

Vice-President,

   

CDP Group

     

 

   

PRINCIPAL

OFFICERS

BUSINESS ADDRESS

OCCUPATION

     

Bertrand Lauzon

Same

Executive Vice-President,

   

CDP Group, Finance and

   

Information Technology

     

Jean-Claude Cyr

Same

Executive Vice-President,

   

CDP Group, Investment

   

Planning and Management

     

François Geoffrion

Same

Executive Vice-President,

   

CDP Group Strategic

   

Development

     

Ginette Depelteau

Same

Vice-President and

   

Corporate Secretary

 

 

EXHIBIT B

 

 

TABLE OF PURCHASES AND SALES OF LIQUIDATION WORLD, INC.

 

 

PURCHASES

   

PRICE PER SHARE

DATE

NUMBER OF SHARES

IN CANADIAN DOLLARS

     
     

April

   
     

08

100,000

8.04

     

 

SALES

   

PRICE PER SHARE

DATE

NUMBER OF SHARES

IN CANADIAN DOLLARS

     
     

October

   
     

23

200,000

5.62

Purchases and Sales effected in Canada