-----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, J9vDjrG6hjPWRp4vfLCNQWVdyMVVndYpFztQXgQmw1yKzCQkeVBPYexQPVU6Ix6u dMPlk3nMrVvEnD+P5LMskA== 0000906344-10-000392.txt : 20101228 0000906344-10-000392.hdr.sgml : 20101228 20101228172215 ACCESSION NUMBER: 0000906344-10-000392 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101220 FILED AS OF DATE: 20101228 DATE AS OF CHANGE: 20101228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JOHNSTON JAMES MICHAEL CENTRAL INDEX KEY: 0001327721 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33776 FILM NUMBER: 101276422 MAIL ADDRESS: STREET 1: 1301 FIRST AVENUE, SUITE 201 CITY: SEATTLE STATE: WA ZIP: 98101 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KLEIN BRIAN KATZ CENTRAL INDEX KEY: 0001327722 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33776 FILM NUMBER: 101276421 MAIL ADDRESS: STREET 1: 1301 FIRST AVENUE, SUITE 201 CITY: SEATTLE STATE: WA ZIP: 98101 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AbitibiBowater Inc. CENTRAL INDEX KEY: 0001393066 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] IRS NUMBER: 980526415 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1155 METCALF STREET, SUITE 800 CITY: MONTREAL STATE: A8 ZIP: H3B 5H2 BUSINESS PHONE: 514-875-2160 MAIL ADDRESS: STREET 1: 1155 METCALF STREET, SUITE 800 CITY: MONTREAL STATE: A8 ZIP: H3B 5H2 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STEELHEAD PARTNERS LLC CENTRAL INDEX KEY: 0001133521 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33776 FILM NUMBER: 101276423 BUSINESS ADDRESS: STREET 1: 1301 FIRST AVENUE STREET 2: STE 201 CITY: SEATTLE STATE: WA ZIP: 98101 BUSINESS PHONE: 2066892450 MAIL ADDRESS: STREET 1: 1301 FIRST AVENUE STREET 2: STE 201 CITY: SEATTLE STATE: WA ZIP: 98101 3 1 edgar.xml PRIMARY DOCUMENT X0203 3 2010-12-20 0 0001393066 AbitibiBowater Inc. ABH 0001133521 STEELHEAD PARTNERS LLC 333 108TH AVE. NE BELLEVUE WA 98004 0 0 0 1 See footnotes 0001327721 JOHNSTON JAMES MICHAEL 1301 FIRST AVENUE, SUITE 201 SEATTLE WA 98101 0 0 0 1 See footnotes 0001327722 KLEIN BRIAN KATZ 1301 FIRST AVENUE, SUITE 201 SEATTLE WA 98101 0 0 0 1 See footnotes Common Stock 9738289 I See footnotes The reporting persons are: (i) Steelhead Partners, LLC ("Steelhead"), a registered investment advisor within the meaning of Rule 16a-1(a)(1)(v) under the Securities Exchange Act of 1934; and (ii) each of James Michael Johnston and Brian Katz Klein, Steelhead's member-managers. The shares of the issuer's common stock reported on this Form 3 are beneficially held by Steelhead Navigator Master, L.P., The J.K. One Fund, L.P. and Steelhead Pathfinder Master, L.P. (collectively the "Funds"). Steelhead is the general partner and/or investment manager of the Funds. Each of Steelhead, Mr. Johnston, Mr. Klein and the Funds expressly disclaims beneficial ownership in these securities, except to the extent of their respective pecuniary interests therein. Although none of the Funds is itself the beneficial owner of more than 10% of the issuer's common stock, Steelhead and the other reporting persons may be deemed to beneficially own the securities owned by the Funds insofar as they may be deemed to have the power to direct the voting or disposition of such securities. The reporting persons have elected therefore to file this Form 3 voluntarily to report the Funds' holdings on an aggregate basis, notwithstanding the reporting exemption applicable to registered investment advisors under Rule 16a-1(a)(1)(v) and to control persons under Rule 16a-1(a)(1)(vii). The filing of this Form 3 should not, however, be deemed an admission by any of the reporting persons that such person falls outside the scope of the foregoing exemptions, or that the reporting persons and/or the Funds form a group within the meaning of Rule 16a-1(a)(1). The shares of the issuer's common stock reported on this Form 3 were issued to the Funds pursuant to the issuer's plans of reorganization (the "Plans") in connection with its creditor protection proceedings under Chapter 11 of the U.S. Bankruptcy Code and the Companies' Creditors Arrangement Act (Canada). The issuance of these shares are in partial consideration of the claims arising from the Funds' ownership of certain bonds, which have been canceled pursuant to the Plans. The shares of the issuer's common stock being issued to certain creditors pursuant to the Plans were delivered by the issuer to DTC for distribution to the Funds on December 20, 2010. Steelhead Partners, LLC; By: J. Michael Johnston, its Member-Manager; /s/ J. Michael Johnston 2010-12-28 J. Michael Johnston; /s/ J. Michael Johnston 2010-12-28 Brian K. Klein; /s/ Brian K. Klein 2010-12-28 -----END PRIVACY-ENHANCED MESSAGE-----