-----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, W1Hht1ZzTnBwDHyR6zHuFhdQBwpws8J9ylLg1p30U1D3zmx+6ijTSqpqDL/mQa8X 6NCRbQdJb5PZBdX6pkO7+w== 0000897423-10-000107.txt : 20100610 0000897423-10-000107.hdr.sgml : 20100610 20100610161025 ACCESSION NUMBER: 0000897423-10-000107 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100608 FILED AS OF DATE: 20100610 DATE AS OF CHANGE: 20100610 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Q4 Funding LP CENTRAL INDEX KEY: 0001365089 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 10890486 BUSINESS ADDRESS: STREET 1: 301 Commerce St St 3200 CITY: Fort Worth STATE: TX ZIP: 76102 MAIL ADDRESS: STREET 1: 301 Commerce St St 3200 CITY: Fort Worth STATE: TX ZIP: 76102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CEDAR FAIR L P CENTRAL INDEX KEY: 0000811532 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 341560655 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE CEDAR POINT DRIVE CITY: SANDUSKY STATE: OH ZIP: 44870 BUSINESS PHONE: 4196260830 MAIL ADDRESS: STREET 1: ONE CEDAR POINT DRIVE CITY: SANDUSKY STATE: OH ZIP: 44870 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAYNOR GEOFFREY CENTRAL INDEX KEY: 0001199406 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 10890483 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Q Funding III, L.P. CENTRAL INDEX KEY: 0001481617 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 10890489 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Prufrock Onshore, L.P. CENTRAL INDEX KEY: 0001481732 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 10890488 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: J Alfred Onshore, LLC CENTRAL INDEX KEY: 0001481825 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 10890487 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Star Spangled Sprockets, L.P. CENTRAL INDEX KEY: 0001481887 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 10890485 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Excalibur Domestic, LLC CENTRAL INDEX KEY: 0001481891 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 10890484 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2010-06-08 0000811532 CEDAR FAIR L P FUN 0001481617 Q Funding III, L.P. 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001481732 Prufrock Onshore, L.P. 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001481825 J Alfred Onshore, LLC 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001365089 Q4 Funding LP 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001481887 Star Spangled Sprockets, L.P. 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001481891 Excalibur Domestic, LLC 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001199406 RAYNOR GEOFFREY 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 Equity Swap (obligation to sell) 11.62 2010-06-08 4 J 1 1 D 2010-06-08 2020-06-08 Units Representing Limited Partner Interests 367151 1 D Equity Swap (obligation to sell) 11.62 2010-06-08 4 J 1 1 D 2010-06-08 2020-06-08 Units Representing Limited Partner Interests 1518466 1 D Equity Swap (obligation to sell) 11.62 2010-06-08 4 J 1 1 D 2010-06-08 2020-06-08 Units Representing Limited Partner Interests 1015569 1 D Equity Swap (obligation to sell) 11.62 2010-06-08 4 J 1 1 D 2010-06-08 2020-06-08 Units Representing Limited Partner Interests 1517811 1 D On June 8, 2010, a cash settled total return equity swap transaction was entered into with respect to the holdings of Q Funding III, L.P. ("Q3"), one of the reporting persons, among affiliated funds at a price of $11.62 (the volume weighted average price as reported by Bloomberg on such date) regarding 367,151 Units of the Issuer. This transaction is cash settled and does not give any affiliate of Q3 any beneficial ownership of any such Units or any right to vote, acquire or dispose of any such Units. This transaction relates to the holdings of Q3. J Alfred Onshore, LLC ("J Alfred") is the general partner of Prufrock Onshore, L.P. ("Prufrock"), which is the general partner of Q3. Geoffrey P. Raynor ("Raynor") is the person who controls J Alfred. Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Securities Exchange Act of 1934, each of J Alfred, Prufrock and Raynor is deemed to be the beneficial owner of any positions beneficially owned by Q3 only to the extent of the greater of his or its respective direct or indirect interest. On June 8, 2010, a cash settled total return equity swap transaction was entered into with respect to the holdings of Q3, one of the reporting persons, among affiliated funds at a price of $11.62 (the volume weighted average price as reported by Bloomberg on such date) regarding 1,518,466 Units of the Issuer. This transaction is cash settled and does not give any affiliate of Q3 any beneficial ownership of any such Units or any right to vote, acquire or dispose of any such Units. On June 8, 2010, a cash settled total return equity swap transaction was entered into with respect to the holdings of Q3, one of the reporting persons, among affiliated funds at a price of $11.62 (the volume weighted average price as reported by Bloomberg on such date) regarding 1,015,569 Units of the Issuer. This transaction is cash settled and does not give any affiliate of Q3 any beneficial ownership of any such Units or any right to vote, acquire or dispose of any such Units. On June 8, 2010, a cash settled total return equity swap transaction was entered into with respect to the holdings of Q4 Funding, L.P. ("Q4"), one of the reporting persons, among affiliated funds at a price of $11.62 (the volume weighted average price as reported by Bloomberg on such date) regarding 1,517,811 Units of the Issuer. This transaction is cash settled and does not give any affiliate of Q4 any beneficial ownership of any such Units or any right to vote, acquire or dispose of any such Units. This transaction relates to the holdings of Q4. Excalibur Domestic, LLC ("Excalibur") is the general partner of Star Spangled Sprockets, L.P. ("Star"), which is the general partner of Q4. Raynor is the person who controls Excalibur. Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Securities Exchange Act of 1934, each of Excalibur, Star and Raynor is deemed to be the beneficial owner of any positions beneficially owned by Q4 only to the extent of the greater of his or its respective direct or indirect interest. Brandon Teague, Director of Trading for J Alfred Onshore, LLC, general partner of Prufrock Onshore, L.P., general partner of Q Funding III, L.P. 2010-06-10 Brandon Teague, Director of Trading for J Alfred Onshore, LLC, general partner of Prufrock Onshore, L.P. 2010-06-10 Brandon Teague, Director of Trading for J Alfred Onshore, LLC 2010-06-10 Brandon Teague, Director of Trading for Excalibur Domestic, LLC, general partner of Star Spangled Sprockets, L.P., general partner of Q4 Funding, L.P. 2010-06-10 Brandon Teague, Director of Trading for Excalibur Domestic, LLC, general partner of Star Spangled Sprockets, L.P. 2010-06-10 Brandon Teague, Director of Trading for Excalibur Domestic, LLC 2010-06-10 Brandon Teague, Attorney-in-Fact for Geoffrey P. Raynor 2010-06-10 -----END PRIVACY-ENHANCED MESSAGE-----