-----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, CYaMFZhEiDlsmffjpvLm7by5XjGyxgwhhX6kGJRwUw86z0ea1XCYFEDj6fpDcrEF EgMrUpTqHsmrCkejPGHBRw== 0001056569-11-000002.txt : 20110128 0001056569-11-000002.hdr.sgml : 20110128 20110128152131 ACCESSION NUMBER: 0001056569-11-000002 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110128 DATE AS OF CHANGE: 20110128 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: 57th Street General Acquisition Corp CENTRAL INDEX KEY: 0001476719 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 271215274 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85485 FILM NUMBER: 11555580 BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-409-2434 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LOEB ARBITRAGE MANAGEMENT LP CENTRAL INDEX KEY: 0001056569 IRS NUMBER: 133269993 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 61 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10006 BUSINESS PHONE: 2124837000 MAIL ADDRESS: STREET 1: 61 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10006 FORMER COMPANY: FORMER CONFORMED NAME: LOEB ARBITRAGE MANAGEMENT, LLC DATE OF NAME CHANGE: 20080506 FORMER COMPANY: FORMER CONFORMED NAME: LOEB ARBITRAGE MANAGEMENT INC DATE OF NAME CHANGE: 19990325 SC 13G 1 f11-01_2013g.htm 57TH STREET GENERAL ACQUISITION CORP 13G f11-01_2013g.htm

 
 

 


 

 

UNITED STATES
SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No )*
 
57th Street General Acquisition Corporation
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
316816107
(CUSIP Number)
 
Alexander H. McMillan, Esq.
c/o Loeb Partners Corporation
61 Broadway, New York, N.Y. 10006 (212) 483-7069
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
 
January 20, 2011
(Date of Event which Requires Filing of this Statement)
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[  ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[  ] Rule 13d-1(d)
 
*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.
 

 


032080.0003 EAST  7937446 v5
 
 
 

 


CUSIP No.
316816107
   
1. Name of Reporting Person
Loeb Arbitrage Management LP
   
I.R.S. Identification No. of Above Person
 
   
2. Check the Appropriate Box if a Member of a Group
(a) [X]
 
(b) [  ]
   
3. SEC Use Only
 
   
4. Citizenship or Place of Organization
Delaware
 
Number of Shares Beneficially Owned by Each Reporting Person With
   
5. Sole Voting Power
-0-
   
6. Shared Voting Power
39,215
   
7. Sole Dispositive Power
-0-
   
8. Shared Dispositive Power
39,215
   
9. Aggregate Amount of Beneficially Owned by Each Reporting Person
39,215
   
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[  ]
   
11. Percent of Class Represented by Amount in Row (9)
0.65%
   
12. Type of Reporting Person
IA, PN
   


 
 

 


CUSIP No.
316816107
   
1. Name of Reporting Person
Loeb Arbitrage Fund
   
I.R.S. Identification No. of Above Person
 
   
2. Check the Appropriate Box if a Member of a Group
(a) [X]
 
(b) [  ]
   
3. SEC Use Only
 
   
4. Citizenship or Place of Organization
New York
 
Number of Shares Beneficially Owned by Each Reporting Person With
   
5. Sole Voting Power
308,675
   
6. Shared Voting Power
-0-
   
7. Sole Dispositive Power
308,675
   
8. Shared Dispositive Power
-0-
   
9. Aggregate Amount of Beneficially Owned by Each Reporting Person
308,675
   
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[  ]
   
11. Percent of Class Represented by Amount in Row (9)
5.09%
   
12. Type of Reporting Person
PN
   

 
 

 


CUSIP No.
316816107
   
1. Name of Reporting Person
Loeb Arbitrage Offshore Partners, Ltd.
   
I.R.S. Identification No. of Above Person
 
   
2. Check the Appropriate Box if a Member of a Group
(a) [X]
 
(b) [  ]
   
3. SEC Use Only
 
   
4. Citizenship or Place of Organization
Cayman Islands
 
Number of Shares Beneficially Owned by Each Reporting Person With
   
5. Sole Voting Power
131,601
   
6. Shared Voting Power
-0-
   
7. Sole Dispositive Power
131,601
   
8. Shared Dispositive Power
-0-
   
9. Aggregate Amount of Beneficially Owned by Each Reporting Person
131,601
   
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[  ]
   
11. Percent of Class Represented by Amount in Row (9)
2.17%
   
12. Type of Reporting Person
CO
   


 
 

 


CUSIP No.
316816107
   
1. Name of Reporting Person
Loeb Marathon Fund LP
   
I.R.S. Identification No. of Above Person
 
   
2. Check the Appropriate Box if a Member of a Group
(a) [X]
 
(b) [  ]
   
3. SEC Use Only
 
   
4. Citizenship or Place of Organization
Delaware
 
Number of Shares Beneficially Owned by Each Reporting Person With
   
5. Sole Voting Power
40,886
   
6. Shared Voting Power
-0-
   
7. Sole Dispositive Power
40,886
   
8. Shared Dispositive Power
-0-
   
9. Aggregate Amount of Beneficially Owned by Each Reporting Person
40,886
   
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[  ]
   
11. Percent of Class Represented by Amount in Row (9)
0.67%
   
12. Type of Reporting Person
PN
   


 
 

 


CUSIP No.
316816107
   
1. Name of Reporting Person
Loeb Marathon Offshore Partners, Ltd.
   
I.R.S. Identification No. of Above Person
 
   
2. Check the Appropriate Box if a Member of a Group
(a) [X]
 
(b) [  ]
   
3. SEC Use Only
 
   
4. Citizenship or Place of Organization
Cayman Islands
 
Number of Shares Beneficially Owned by Each Reporting Person With
   
5. Sole Voting Power
12,323
   
6. Shared Voting Power
-0-
   
7. Sole Dispositive Power
12,323
   
8. Shared Dispositive Power
-0-
   
9. Aggregate Amount of Beneficially Owned by Each Reporting Person
12,323
   
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[  ]
   
11. Percent of Class Represented by Amount in Row (9)
0.20%
   
12. Type of Reporting Person
CO
   


 
 

 


Item 1(a).
Name of Issuer
   
57th Street General Acquisition Corporation
   
Item 1(b).
Address of Issuer’s Principal Executive Offices:
   
590 Madison Avenue
35th Floor
New York, NY  10022
   
Item 2(a).
Name of Person(s) Filing
   
Loeb Arbitrage Management LP (“LAM”)
Loeb Arbitrage Fund (“LAF”)
Loeb Arbitrage Offshore Partners, Ltd. (“LAOP”)
Loeb Marathon Fund LP (“LMF”)
Loeb Marathon Offshore Partners, Ltd. (“LMOP”)
 
   
Item 2(b).
Address of Principal Business Office
   
All filing person(s) and associated investment advisors referenced herein are located at:
61 Broadway, 24th Floor
New York, NY 10006
   
Item 2(c)
Citizenship or Place of Organization
     
LAM is a limited partnership organized under the laws of the State of Delaware.
 
LAF is a limited partnership organized under the laws of the State of New York
 
LAOP is a Cayman Islands exempted company.
 
LMF is a limited partnership organized under the laws of the State of Delaware.
 
LMOP is a Cayman Islands exempted company.
 
   
Item 2(d).
Title of Class of Securities
   
 
Common stock, par value $0.0001 per share ("Common Stock")
   
Item 2(e).
CUSIP Number:
   
 
316816107

 
 

 


   
Item 3.
If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person is filing a:

(a) [  ] A broker or dealer under Section 15 of the 1934 Act
(b) [  ] A bank as defined in Section 3(a)(6) of the 1934 Act
(c)  [  ] An insurance company as defined in Section 3(a) (19) of the 1934 Act
(d) [  ] An investment company registered under Section 8 of the Investment Company Act of 1940
(e) [  ] An investment advisor in accordance with  Rule 13d-1(b)(1)(ii)(E)
(f) [  ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F)
(g) [  ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G)
(h) [  ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act
(i) [  ] A church plan that is excluded from the definition of Investment Company under Section 3(c)(14) of the Investment Company Act of 1940
(j) [  ] A group, in accordance with Rule 13d-1(b)(1)(ii)(J)


   
Item 4.
Ownership
   
(a)
Amount Beneficially Owned:
   
 
See Item 9 of cover pages.    
   
(b)
Percent of Class:
   
 
See Item 11 of cover pages.
   
(c)
Number of shares as to which the person has:
   
 
(i)
sole power to vote or to direct the vote
 
(ii)
shared power to vote or to direct the vote
 
(iii)
sole power to dispose or to direct the disposition
 
(iv)
shared power to dispose or to direct the disposition
     
 
See Items 5-8 of cover pages.
   
Item 5.
Ownership of Five Percent or Less of a Class
   
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [  ].

 
 

 


   
Item 6.
Ownership of More than Five Percent on Behalf of Another Person
   
 
Not Applicable.
   
Item 7.
Identification and Classification of the Subsidiary which Acquired the Security being Reported on by the Parent Holding Company or Control Person
   
 
Not Applicable.
   
Item 8.
Identification and Classification of Members of the Group
   
 
LAM is a registered investment adviser.  LAM may invest on behalf of itself and clients for which it has investment discretion.
 
LAF’s general partner is LAM.   
 
LAOP’s registered investment advisor is Loeb Offshore Management LP (“LOM”), a Delaware limited partnership.
 
LMF’s investment advisor is LAM
 
LMOP’s investment advisor is LOM.
 
   
Item 9.
Notice of Dissolution of Group
   
 
Not applicable.
   
Item 10.
Certification
   
 
By signing below each of the Reporting Persons certify that, to the best of such person's knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of such securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect.
 
   

 
 

 

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.
 
   
LOEB ARBITRAGE MANAGEMENT LP
     
Date:  January 28, 2011
 
By:_ /s/ Alexander H. McMillan
   
Alexander H. McMillan
   
Vice President
     
     
   
LOEB ARBITRAGE FUND
   
By: LOEB ARBITRAGE MANAGEMENT LP, G.P.
     
Date: January 28, 2011
 
By:_ /s/ Alexander H. McMillan
   
Alexander H. McMillan
   
Vice President
     
     
   
LOEB ARBITRAGE OFFSHORE PARTNERS, LTD.
     
Date: January 28, 2011
 
By:_ /s/ Alexander H. McMillan
   
Alexander H. McMillan
   
Vice President
     
     
   
LOEB MARATHON FUND
   
By: LOEB MARATHON PARTNERS LLC, G.P.
     
Date: January 28, 2011
 
By:_ /s/ Alexander H. McMillan
   
Alexander H. McMillan
   
Vice President
     
     
   
LOEB MARATHON OFFSHORE PARTNERS, LTD.
     
Date: January 28, 2011
 
By:_ /s/ Alexander H. McMillan
   
Alexander H. McMillan
   
Vice President


 
 

 

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