-----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, TDS8gQEnBhJrLXQI3x5Ffe1y3qdSWTPR/5SgH9Ywu1d9boT1gxMB0314I61wo9BC phZEzWSJH4UykMSPMKhbMg== 0000895345-10-000017.txt : 20100111 0000895345-10-000017.hdr.sgml : 20100111 20100111155631 ACCESSION NUMBER: 0000895345-10-000017 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 20100111 DATE AS OF CHANGE: 20100111 GROUP MEMBERS: SAGARD CAPITAL PARTNERS GP, INC. GROUP MEMBERS: SAGARD CAPITAL PARTNERS MANAGEMENT CORPORATION SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GP STRATEGIES CORP CENTRAL INDEX KEY: 0000070415 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 131926739 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-38329 FILM NUMBER: 10520274 BUSINESS ADDRESS: STREET 1: 6095 MARSHALEE DRIVE STREET 2: SUITE 300 CITY: ELKRIDGE STATE: MD ZIP: 21075 BUSINESS PHONE: 410-370-3600 MAIL ADDRESS: STREET 1: 6095 MARSHALEE DRIVE STREET 2: SUITE 300 CITY: ELKRIDGE STATE: MD ZIP: 21075 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL PATENT DEVELOPMENT CORP DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Sagard Capital Partners, L.P. CENTRAL INDEX KEY: 0001423385 IRS NUMBER: 203332164 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 325 GREENWICH AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203 629-6700 MAIL ADDRESS: STREET 1: 325 GREENWICH AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 SC 13D 1 jf13d-gp_sagard.htm jf13d-gp_sagard.htm
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.___)*
 
GP STRATEGIES CORPORATION
(Name of Issuer)
 
Common Stock, par value $0.01 per share
(Title Class of Securities)
 
36225V104
(CUSIP Number)
 
Dan Friedberg
Sagard Capital Partners, L.P.
325 Greenwich Avenue
Greenwich, CT 06830
203 629-6700
 
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
December 30, 2009
(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.
 
NOTE:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 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 fling 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. 36225V104
 
 
Page 2 of 18 Pages
 
 
 
 
 
 
1
 
Name of Reporting Person:  Sagard Capital Partners, L.P.
 
I.R.S. Identification No. of Above Person (Entities Only):  20-3332164
 
 
2
 
Check the Appropriate Box if a Member of a Group (See instructions)                                                                                                               (a) o
             (b) o
 
 
3
 
SEC Use Only
 
 
4
 
Source of Funds
 
WC
 
 
5
 
Check box if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)                        o
 
 
6
 
Citizenship or Place of Organization
 
Delaware
 
 
NUMBER OF
SHARES
 
7
 
Sole Voting Power:  -0-
 
 
BENEFICIALLY
OWNED BY
 
8
 
Shared Voting Power:  2,875,843
 
 
EACH
REPORTING
 
9
 
Sole Dispositive Power:  -0-
 
 
PERSON
WITH
 
10
 
Shared Dispositive Power:  2,875,843
 
 
11
 
Aggregate Amount Beneficially Owned by Each Reporting Person:  2,875,843
 
 
12
 
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares                                                                                                              o
 
 
13
 
Percent of Class Represented by Amount in Row (11):  15.5%
 
 
14
 
Type of Reporting Person:
         
PN
 


 
 
 
 
 
 
CUSIP No. 36225V104
 
 
Page 3 of 18 Pages
 
 
 
 
 
 
1
 
Name of Reporting Person:  Sagard Capital Partners GP, Inc.
 
I.R.S. Identification No. of Above Person (Entities Only):  20-3331555
 
 
2
 
Check the Appropriate Box if a Member of a Group (See instructions)                                                                                                               (a) o
             (b) o
 
 
3
 
SEC Use Only
 
 
4
 
Source of Funds
 
AF
 
 
5
 
Check box if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)                        o
 
 
6
 
Citizenship or Place of Organization
 
Delaware
 
 
NUMBER OF
SHARES
 
7
 
Sole Voting Power:  -0-
 
 
BENEFICIALLY
OWNED BY
 
8
 
Shared Voting Power:  2,875,843
 
 
EACH
REPORTING
 
9
 
Sole Dispositive Power:  -0-
 
 
PERSON
WITH
 
10
 
Shared Dispositive Power:  2,875,843
 
 
11
 
Aggregate Amount Beneficially Owned by Each Reporting Person:  2,875,843
 
 
12
 
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares                                                                                                              o
 
 
13
 
Percent of Class Represented by Amount in Row (11):  15.5%
 
 
14
 
Type of Reporting Person:
         
CO
 
 

 

 
 
 
 
 
 
CUSIP No. 36225V104
 
 
Page 4 of 18 Pages
 
 
 
 
 
 
1
 
Name of Reporting Person:  Sagard Capital Partners Management Corporation
 
I.R.S. Identification No. of Above Person (Entities Only):  20-2402055
 
 
2
 
Check the Appropriate Box if a Member of a Group (See instructions)                                                                                                               (a) o
             (b) o
 
 
3
 
SEC Use Only
 
 
4
 
Source of Funds
 
AF
 
 
5
 
Check box if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)                        o
 
 
6
 
Citizenship or Place of Organization
 
Delaware
 
 
NUMBER OF
SHARES
 
7
 
Sole Voting Power:  -0-
 
 
BENEFICIALLY
OWNED BY
 
8
 
Shared Voting Power:  2,875,843
 
 
EACH
REPORTING
 
9
 
Sole Dispositive Power:  -0-
 
 
PERSON
WITH
 
10
 
Shared Dispositive Power:  2,875,843
 
 
11
 
Aggregate Amount Beneficially Owned by Each Reporting Person:  2,875,843
 
 
12
 
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares                                                                                                              o
 
 
13
 
Percent of Class Represented by Amount in Row (11):  15.5%
 
 
14
 
Type of Reporting Person:
         
IA;CO
 

 
 

 
Item 1.       Security and Issuer.
 
This Schedule 13D (this “Statement”) relates to the Common Stock, $0.01 par value per share (the “Shares”) of GP Strategies Corporation, a Delaware corporation (the “Issuer”). The principal executive offices of the Issuer are located at 6095 Marshalee Drive, Suite 300, Elkridge, MD  21075.
 
Item 2.       Identity and Background.
 
(a) – (c) and (f).
 
The persons filing this Schedule 13D are Sagard Capital Partners, L.P., a Delaware limited partnership (“Sagard”), Sagard Capital Partners GP, Inc., a Delaware corporation (“GP”), and Sagard Capital Partners Management Corporation, a Delaware corporation (“Manager,” and together with Sagard and GP, the “Reporting Persons”).
 
Sagard is the direct owner of the securities of the Issuer reported herein as beneficially owned by each of the Reporting Persons. Sagard is principally engaged in the business of investing in securities. GP is the general partner of Sagard. Manager is the investment manager of Sagard.
 
For each of the Reporting Persons, the principal business address, which also serves as the principal office, is 325 Greenwich Avenue, Greenwich CT 06830.
 
As a result of direct and indirect securities holdings, Power Corporation of Canada (“PCC”) and Mr. Paul G. Desmarais may each be deemed to control the Reporting Persons. Exhibit A hereto identifies persons through whom Mr. Paul G. Desmarais may be deemed to control PCC and, in turn, Sagard. PCC, a corporation organized under the laws of Canada, is a diversified management and holding company with its principal place of business at 751 Square Victoria, Montreal (Québec), Canada H2Y 2J3. Mr. Paul G. Desmarais, a citizen of Canada, has his principal business address at 751 Square Victoria, Montreal (Québec), Canada H2Y 2J3. The filing of this Statement, including the exhibits, shall not be construed as an admission that any of the control relationships enumerated herein actually exist.
 
The name, citizenship, occupation and principal business address of each of the directors and executive officers of GP and Manager are listed in Exhibit B and the name, citizenship, occupation and principal business address of each of the directors and executive officers of PCC are listed in Exhibit C hereto.
 
(d) – (e).
 
During the last five years, none of the Reporting Persons, nor any of their respective directors or executive officers, nor any of the persons listed on Exhibit A, Exhibit B or Exhibit C, have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding 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.
 
Item 3.       Source and Amount of Funds or Other Consideration.
 
The aggregate purchase price for the 2,875,843 Shares reported herein as beneficially owned by the Reporting Persons is $20,089,913.70 (comprised of $20,000,001 for the 2,857,143 Shares acquired in the Share Purchase (as defined below) and $89,912.70 for the remaining 18,700 Shares, which were acquired by Sagard from time to time in open market transactions).  All Shares held by Sagard were acquired with Sagard’s working capital.
 
Item 4.       Purpose of Transaction.
 
On December 30, 2009, Sagard entered into a Securities Purchase Agreement (the “Purchase Agreement”) with the Issuer providing for the purchase (the “Share Purchase”) by Sagard, on the terms and subject to the conditions of the Purchase Agreement, of 2,857,143 newly issued Shares, for an aggregate cash purchase price of $20,000,001.  The closing of the Share Purchase occurred on December 30, 2009.
 
In the Purchase Agreement, the Issuer has agreed to cause one person nominated by Sagard to be elected or appointed to the board of directors of the Issuer, and to its committees.  Dan Friedberg was so appointed as of December 30, 2009.
 
Pursuant to the Purchase Agreement, Sagard has certain preemptive rights with respect to future issuances of securities by the Issuer, which expire under the conditions described in the Purchase Agreement.  These preemptive rights allow Sagard to maintain its pro rata ownership in the Issuer, subject to certain exceptions. Also, during a period ending no later than December 30, 2011, Sagard has a special preemptive right which consists of a right of first offer to purchase up to $5,000,000 in securities that may be issued in future issuances of securities, subject to certain exceptions.  In addition, pursuant to the Purchase Agreement, Sagard agreed to certain standstill provisions that, among other things, prohibit Sagard from acquiring beneficial ownership of more than 19.9% of the Issuer’s common stock (calculated on a fully diluted basis) for two years from the date of the Purchase Agreement (excluding, for purposes of this calculation, securities Sagard may acquire pursuant to the special preemptive rights referenced above, which are not subject to the 19.9% maximum), and from acquiring beneficial ownership of more than 23% of the Issuer’s common stock (calculated on a fully diluted basis) thereafter (as set forth in the Purchase Agreement, the “Standstill Restrictions”).
 
All of the descriptions set forth herein, are qualified in their entirety by reference to the complete terms of the Purchase Agreement.  A copy of the Purchase Agreement is filed herewith as Exhibit D and is incorporated herein by reference.
 
The Reporting Persons acquired their Shares for the purpose of acquiring a significant equity position in the Issuer.  Subject to the Standstill Restrictions, the Reporting Persons may acquire additional Shares or other securities of the Issuer or may dispose of any or all of their Shares or other securities of the Issuer from time to time depending upon an ongoing evaluation of the Shares, the Issuer, prevailing market conditions, other investment opportunities, liquidity requirements of the Reporting Persons and/or other considerations.
 
Also, subject to the Standstill Restrictions, the Reporting Persons may engage in communications with one or more shareholders of the Issuer, one or more officers or employees of the Issuer, one or more members of the board of directors of the Issuer and/or one or more representatives of the Issuer regarding the Issuer, including but not limited to its operations, business, results, plans, prospects, ownership structure and management.  The Reporting Persons may discuss ideas that, if effected, may result in acquisitions by persons of additional securities of the Issuer, an extraordinary corporate transaction involving the Issuer, changes in the Issuer’s capitalization and/or changes in the board of directors or management of the Issuer.
 
Except to the extent the foregoing may be deemed a plan or proposal, the Reporting Persons have no plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (a) through (j), inclusive, of the instructions to Item 4 of Schedule 13D. The Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto.
 
Item 5.       Interest in Securities of the Issuer.
 
(a)           Each Reporting Person beneficially owns 2,875,843 Shares, which represents 15.5% of the outstanding Shares, based upon the Shares outstanding on the Issuer’s Quarterly Report on Form 10-Q for the Quarter Ended September 30, 2009, plus the shares issued in the Share Purchase.
 
In accordance with Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the “Release”) this filing reflects the securities beneficially owned by Power Corporation of Canada and certain of its subsidiaries, including Sagard.  The filing does not reflect securities beneficially owned, if any, by any subsidiaries of Power Corporation of Canada whose ownership of securities is disaggregated from that of Power Corporation of Canada in accordance with the Release.
 
(b)
Sole power to vote or direct the vote:  0
 
Shared power to vote or direct the vote:  2,875,843
 
Sole power to dispose or to direct the disposition:  0
 
Shared power to dispose or direct the disposition:  2,875,843
 
The power to vote or to direct the vote or to dispose or direct the disposition of the Shares reported herein is shared among the Reporting Persons.
 
(c)           Other than the Share Purchase, Sagard has not effected any transactions in the Shares during the last 60 days.
 
(d)           Not applicable.
 
(e)           Not applicable.
 
Item 6.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
 
Purchase Agreement
 
See Item 4 for a description of the Purchase Agreement.  A copy of the Purchase Agreement is filed herewith as Exhibit D and is incorporated herein by reference.
 
Registration Rights Agreement
 
In connection with the Share Purchase, on December 30, 2009, the Issuer entered into a Registration Rights Agreement (the “Registration Rights Agreement”) with Sagard. Pursuant to the Registration Rights Agreement, the Issuer agreed to prepare and file a shelf registration statement with the Securities and Exchange Commission (the “SEC”) no later than September 30, 2010 for purposes of registering the resale of the Shares purchased under the Purchase Agreement, any shares of common stock issuable upon exercise of the preemptive rights under Section 4(l) of the Purchase Agreement, and any shares of common stock issued as a stock split, stock dividend, recapitalization, exchange or similar event or otherwise (with certain limitations) with respect to the foregoing.  The Issuer agreed to use its reasonable best efforts to cause this registration statement to be declared effective by the SEC no later than December 30, 2010 and to keep the registration statement continuously effective until all shares covered by the registration statement have been sold by Sagard. If the Issuer fails to meet either of these deadlines, fails to meet filing or effectiveness deadlines with respect to any additional registration statements required by the Registration Rights Agreement, or fails to keep any registration statements continuously effective (with limited exceptions), the Issuer may be obligated to pay to Sagard liquidated damages in the amount of 1% per month of the purchase price for the Shares purchased in the Share Purchase, up to a maximum of $2,400,000. The Issuer also agreed, among other things, to indemnify the selling holders under the registration statements from certain liabilities and to pay all fees and expenses (excluding underwriting discounts and selling commissions and all legal fees of the selling holders in excess of $25,000) incident to the Issuer’s obligations under the Registration Rights Agreement.  A copy of the Registration Rights Agreement is filed herewith as Exhibit E and is incorporated herein by reference.
 
Item 7.       Material to Be Filed as Exhibits.
 
Exhibit A
Persons Who may be Deemed to Control the Reporting Persons
 
Exhibit B
Executive Officers and Directors of Sagard Capital Partners GP, Inc. and Sagard Capital Partners Management Corporation
 
Exhibit C
Executive Officers and Directors of Power Corporation of Canada
 
Exhibit D
Securities Purchase Agreement between GP Strategies Corporation and Sagard Capital Partners, L.P., dated December 30, 2009 (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K, filed by GP Strategies Corporation on December 31, 2009).
 
Exhibit E
Registration Rights Agreement between GP Strategies Corporation and Sagard Capital Partners, L.P., dated December 30, 2009 (incorporated herein by reference to Exhibit 10.2 to the Current Report on Form 8-K, filed by GP Strategies Corporation on December 31, 2009).
 
 
 

 
SIGNATURE
 
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.
 
Date: January 11, 2010
SAGARD CAPITAL PARTNERS, L.P.
 
By:     Sagard Capital Partners GP, Inc., its general partner
 
 
 
 
By:
/s/ Dan Friedberg
 
Name:
Dan Friedberg
 
Title:
President
 

 
 
SAGARD CAPITAL PARTNERS GP, INC.
 
 
 
 
By:
/s/ Dan Friedberg
 
Name:
Dan Friedberg
 
Title:
President

 
SAGARD CAPITAL PARTNERS
MANAGEMENT CORPORATION
 
 
 
 
By:
/s/ Dan Friedberg
 
Name:
Dan Friedberg
 
EX-99.A 2 jf13dex99a.htm jf13dex99a.htm
 
 
Exhibit 99.A
 
EXHIBIT A
 
Persons who may be Deemed to Control the Reporting Persons
 
Set forth below is the (i) name, (ii) principal business address and (iii) place of organization of each person who may be deemed, for purposes of this Statement, to control the Reporting Persons.
 
(i)            4190297 Canada Inc.
(ii)           751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(iii)          Canada
 
(i)            3249531 Canada Inc.
(ii)           751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(iii)          Canada
 
(i)            Power Corporation of Canada
(ii)           751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(iii)          Canada
 
(i)
Gelco Enterprises Ltd.
(ii)
44 Chipman Hill Suite 1000P.O. Box 7289, Station A, Saint John, New Brunswick, Canada E2L 2A9
(iii)
Canada
 
(i)
Nordex Inc.
(ii)
44 Chipman Hill Suite 1000P.O. Box 7289, Station A, Saint John, New Brunswick, Canada E2L 2A9
(iii)          Canada
EX-99.B 3 jf13dex99b.htm jf13dex99b.htm
 
 
Exhibit 99.B
 
EXHIBIT B
 
Executive Officers and Directors of Sagard Capital Partners GP, Inc.
 
Set forth below is the (i) name, (ii) title, (iii) country of citizenship, (iv) principal occupation, (v) principal business address, (vi) ownership of Shares (if any) and (vii) transactions in Shares during the past 60 days (if any) of each of the executive officers and directors of Sagard Capital Partners GP, Inc.
 
(i)
Dan Friedberg
(ii)
Director and Executive Officer
(iii)
United States
(iv)
Managing Director of Sagard Capital Partners, L.P.
(v)
325 Greenwich Avenue, Greenwich CT 06830
(vi)
None
(vii)
None
   
(i)
Henri-Paul Rousseau
(ii)
Director and Executive Officer (Chairman)
(iii)
Canada
(iv)
Vice-Chairman, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Phillip K. Ryan
(ii)
Director
(iii)
Canada
(iv)
Executive Vice-President and Chief Financial Officer , Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Arnaud Vial
(ii)
Director
(iii)
Canada
(iv)
Senior Vice-President, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Pierre Larochelle
(ii)
Director and Executive Officer (Secretary)
(iii)
Canada
(iv)
Vice-President, Investments, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
 
Executive Officers and Directors of Sagard Capital Partners Management Corporation
 
Set forth below is the (i) name, (ii) title, (iii) country of citizenship, (iv) principal occupation, (v) principal business address, (vi) ownership of Shares (if any) and (vii) transactions in Shares during the past 60 days (if any) of each of the executive officers and directors of Sagard Capital Partners Management Corporation.
 
(i)
Dan Friedberg
(ii)
Director and Executive Officer
(iii)
United States
(iv)
Managing Director of Sagard Capital Partners, L.P.
(v)
325 Greenwich Avenue, Greenwich CT 06830
(vi)
None
(vii)
None
   
(i)
Henri-Paul Rousseau
(ii)
Director and Executive Officer (Chairman)
(iii)
Canada
(iv)
Vice-Chairman, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Phillip K. Ryan
(ii)
Director
(iii)
Canada
(iv)
Executive Vice-President and Chief Financial Officer , Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Arnaud Vial
(ii)
Director
(iii)
Canada
(iv)
Senior Vice-President, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Pierre Larochelle
(ii)
Director and Executive Officer (Secretary)
(iii)
Canada
(iv)
Vice-President, Investments, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None

   
(i)
Michael Braner
(ii)
Executive Officer (Vice President and Treasurer)
(iii)
United States
(iv)
Partner of Sagard Capital Partners Management Corporation
(v)
325 Greenwich Avenue, Greenwich CT 06830
(vi)
None
(vii)
None
   
(i)
Adam Weiss
(ii)
Executive Officer (Vice President and Secretary)
(iii)
United States
(iv)
Partner of Sagard Capital Partners Management Corporation
(v)
325 Greenwich Avenue, Greenwich CT 06830
(vi)
None
(vii)
None
 
EX-99.C 4 jf13dex99c.htm jf13dex99c.htm
 
 
Exhibit 99.C
 
 
EXHIBIT C
 
Executive Officers and Directors of Power Corporation of Canada
 
Set forth below is the (i) name, (ii) title, (iii) country of citizenship, (iv) principal occupation, (v) principal business address, and (vi) ownership of Shares (if any) and (vii) transactions in Shares during the past 60 days (if any) of each of the executive officers and directors of Power Corporation of Canada.
 
(i)
Paul Desmarais, Sr.
(ii)
Director
(iii)
Canada
(iv)
Chairman of the Executive Committee, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Pierre Beaudoin
(ii)
Director
(iii)
Canada
(iv)
President and Chief Executive Officer, Bombardier Inc.
(v)
800 René-Lévesque Blvd. West Montréal, 30th Floor, Montreal (Québec), Canada H3B 1Y8
(vi)
None
(vii)
None
   
(i)
Laurent Dassault
(ii)
Director
(iii)
France
(iv)
Vice-President, Groupe Industriel Marcel Dassault SA
(v)
9, Rond-Point des Champs Elysées, 75008 Paris, France
(vi)
None
(vii)
None
   
(i)
André Desmarais
(ii)
Director and Executive Officer
(iii)
Canada
(iv)
Deputy Chairman, President and Co-Chief Executive Officer, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Paul Desmarais, Jr.
(ii)
Director and Executive Officer
(iii)
Canada
(iv)
Chairman and Co-Chief Executive Officer, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None

   
(i)
Henri-Paul Rousseau
(ii)
Director and Executive Officer
(iii)
Canada
(iv)
Vice-Chairman, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Anthony R. Graham
(ii)
Director
(iii)
Canada
(iv)
President, Wittington Investments, Limited
(v)
22 St.Clair Avenue East, Suite 2001, Toronto (Ontario) M4T 2S7
(vi)
None
(vii)
None
   
(i)
Robert Gratton
(ii)
Director and Executive Officer
(iii)
Canada
(iv)
Deputy Chairman, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Donald F. Mazankowski
(ii)
Director
(iii)
Canada
(iv)
Company Director
(v)
80 Nottingham Inlet, Sherwood Park (Alberta), Canada T8A 6N2
(vi)
None
(vii)
None
   
(i)
Jerry E.A. Nickerson
(ii)
Director
(iii)
Canada
(iv)
Chairman of the Board, H.B. Nickerson & Sons Limited
(v)
255 Commercial Street, P.O. Box 130, North Sydney (Nova Scotia), Canada B2A 1B9
(vi)
None
(vii)
None
   
(i)
James R. Nininger
(ii)
Director
(iii)
Canada
(iv)
Company Director
(v)
17 Down’s Lake Road, Ottawa (Ontario) K1S 4L1
(vi)
None
(vii)
None
   
(i)
R. Jeffrey Orr
(ii)
Director
(iii)
Canada
(iv)
President and Chief Executive Officer, Power Financial Corporation
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Robert Parizeau
(ii)
Director
(iii)
Canada
(iv)
Chairman, Aon Parizeau Inc.
(v)
700, de la Gauchetière West, Suite 1800, Montreal (Québec) H3B 0A4
(vi)
None
(vii)
None
   
(i)
Michel Plessis-Bélair
(ii)
Director and Executive Officer
(iii)
Canada
(iv)
Vice-Chairman , Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
John A. Rae
(ii)
Director and Executive Officer
(iii)
Canada
(iv)
Executive Vice-President, Office of the Chairman of the Executive Committee, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Amaury de Seze
(ii)
Director and Executive Officer
(iii)
France
(iv)
Vice-Chairman, Power Corporation of Canada
(v)
1, Rond-Point des Champs Elysées, 75008 Paris, France
(vi)
None
(vii)
None
   
(i)
Emőke J.E. Szathmáry
(ii)
Director
(iii)
Canada
(iv)
President Emeritus, University of Manitoba
(v)
70 Dysart Road, Room 112, Winnipeg (Manitoba) R3T 2M6
(vi)
None
(vii)
None

   
(i)
Philip K. Ryan
(ii)
Executive Officer
(iii)
Canada
(iv)
Executive Vice-President and Chief Financial Officer, Power Corporation of Canada CorporationCorporation
 
and Power Financial Corporation
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Pierre Larochelle
(ii)
Executive Officer
(iii)
Canada
(iv)
Vice-President, Investments, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Edward Johnson
(ii)
Executive Officer
(iii)
Canada
(iv)
Senior Vice-President, General Counsel and Secretary, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Peter Kruyt
(ii)
Executive Officer
(iii)
Canada
(iv)
Vice-President, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Luc Reny
(ii)
Executive Officer
(iii)
Canada
(iv)
Vice-President, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
   
(i)
Arnaud Vial
(ii)
Executive Officer
(iii)
Canada
(iv)
Senior Vice-President, Power Corporation of Canada
(v)
751 Square Victoria, Montreal (Québec), Canada H2Y 2J3
(vi)
None
(vii)
None
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