0000899243-16-014713.txt : 20160229 0000899243-16-014713.hdr.sgml : 20160229 20160229170618 ACCESSION NUMBER: 0000899243-16-014713 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20151231 FILED AS OF DATE: 20160229 DATE AS OF CHANGE: 20160229 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST MARBLEHEAD CORP CENTRAL INDEX KEY: 0001262279 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 043295311 FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: ONE CABOT ROAD STREET 2: SUITE 200 CITY: MEDFORD STATE: MA ZIP: 02155 BUSINESS PHONE: 617 638-2000 MAIL ADDRESS: STREET 1: ONE CABOT ROAD STREET 2: SUITE 200 CITY: MEDFORD STATE: MA ZIP: 02155 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lobster Point Properties Ltd CENTRAL INDEX KEY: 0001668113 STATE OF INCORPORATION: A5 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-31825 FILM NUMBER: 161469282 BUSINESS ADDRESS: STREET 1: C/O CLEARWATER FINE FOODS INCORPORATED STREET 2: 757 BEDFORD HIGHWAY CITY: BEDFORD STATE: A5 ZIP: B4A 3Z7 BUSINESS PHONE: 902-457-2350 MAIL ADDRESS: STREET 1: C/O CLEARWATER FINE FOODS INCORPORATED STREET 2: 757 BEDFORD HIGHWAY CITY: BEDFORD STATE: A5 ZIP: B4A 3Z7 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FP Resources USA Inc. CENTRAL INDEX KEY: 0001668191 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-31825 FILM NUMBER: 161469283 BUSINESS ADDRESS: STREET 1: C/O CLEARWATER FINE FOODS INCORPORATED STREET 2: 757 BEDFORD HIGHWAY CITY: BEDFORD STATE: A5 ZIP: B4A 3Z7 BUSINESS PHONE: 902-457-2350 MAIL ADDRESS: STREET 1: C/O CLEARWATER FINE FOODS INCORPORATED STREET 2: 757 BEDFORD HIGHWAY CITY: BEDFORD STATE: A5 ZIP: B4A 3Z7 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Risley John Carter CENTRAL INDEX KEY: 0001648293 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-31825 FILM NUMBER: 161469284 MAIL ADDRESS: STREET 1: 757 BEDFORD HIGHWAY CITY: BEDFORD STATE: A5 ZIP: B4A3Z7 4/A 1 doc4a.xml FORM 4/A SUBMISSION X0306 4/A 2015-12-31 2015-02-24 0 0001262279 FIRST MARBLEHEAD CORP FMD 0001648293 Risley John Carter C/O STAN SPAVOLD, CLEARWATER FINE FOODS INCORPORATED, 757 BEDFORD HIGHWAY BEDFORD A5 B4A 3Z7 NOVA SCOTIA, CANADA 0 0 1 0 0001668191 FP Resources USA Inc. C/O STAN SPAVOLD 757 BEDFORD HIGHWAY BEDFORD A5 B4A 3Z7 NOVA SCOTIA, CANADA 0 0 1 0 0001668113 Lobster Point Properties Ltd 757 BEDFORD HIGHWAY BEDFORD A5 B4A 3Z7 NOVA SCOTIA, CANADA 0 0 1 0 Common Stock, par value $0.01 2016-02-22 4 S 0 8700 3.93 D 1923213 I See Footnotes Common Stock, par value $0.01 2016-02-23 4 S 0 13600 3.61 D 1909613 I See Footnotes The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.87 to $4.02, inclusive. The reporting person undertakes to provide to The First Marblehead Corporation, any security holder of The First Marblehead Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (1) to this report. This report is filed jointly by John Carter Risley ("Mr. Risley"), FP Resources USA Inc. ("FP Resources") and Lobster Point Properties Limited ("Lobster Point" and collectively with Mr. Risley and FP Resources, the "Reporting Persons"). On December 31, 2015, Mr. Risley transferred the reported securities of the Issuer to FP Resources, which is a wholly owned subsidiary of Lobster Point, which is a wholly owned subsidiary of Mr. Risley, in a transaction exempt pursuant to Section 16a-13. (Continued from footnote 3) None of the Reporting Persons has acquired any securities of the Issuer since FP Resources becoming the nominee holder of the reported securities. The filing of this report by FP Resources and Lobster Point shall not be deemed an admission that FP Resources or Lobster Point is, for purposes of Section 16 of the Securities Act of 1933, as amended, or otherwise, the beneficial owner of any of the equity securities covered by this report. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This Amendment to Form 4 (this "Amendment") is being filed to amend that certain Form 4, filed February 24, 2016 (the "Original Form 4"), in order to: (i) correct the Original Form 4 to include FP Resources and Lobster Point as joint filers and members of the Section 13(d) group as described above in Footnote 2 to this Amendment, (ii) correct the legal names of FP Resources and Lobster Point which were incorrectly identified in Footnote (3) of the Original Form 4 as "FP Resources (USA) Inc." and "Lobser Point Holdings Limited", respectively, and (iii) amend Footnote 3 of the Original Form 4. (Continued from footnote 4) Each of the line items in the Original Form 4 (other than with respect to the ownership of such reported securities as set forth above) remain unchanged and the Reporting Persons are re-reporting each line item in order to gain access to the filing system. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.60 to $3.81, inclusive. The reporting person undertakes to provide to The First Marblehead Corporation, any security holder of The First Marblehead Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (4) to this report. /s/ John Carter Risley 2016-02-29 /s/ Stan Spavold, Secretary of FP Resources USA Inc. 2016-02-29 /s/ Stan Spavold, Secretary of Lobster Point Properties Limited 2016-02-29