UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Convertible Preferred Stock | Â (3) | Â (3) | Common Stock | 16,000,000 | $ (3) | D (1) | Â |
Stock Options | Â (4) | Â (4) | Common Stock | 1,500 | $ 7.03 | I | By Nominee (4) |
Stock Options | Â (5) | Â (5) | Common Stock | 2,000 | $ 11.59 | I | By Nominee (5) |
Stock Options | Â (6) | Â (6) | Common Stock | 2,000 | $ 15.87 | I | By Nominee (6) |
Stock Options | Â (7) | Â (7) | Common Stock | 2,000 | $ 15.17 | I | By Nominee (7) |
Stock Options | Â (8) | Â (8) | Common Stock | 3,000 | $ 7.34 | I | By Nominee (1) |
Stock Options | Â (9) | Â (9) | Common Stock | 3,000 | $ 24.1 | I | By Nominee (9) |
Stock Options | Â (10) | Â (10) | Common Stock | 3,000 | $ 26.7 | I | By Nominee (10) |
Stock Options | Â (11) | Â (11) | Common Stock | 3,000 | $ 35.9 | I | By Nominee (11) |
Stock Options | Â (12) | Â (12) | Common Stock | 3,000 | $ 55.06 | I | By Nominee (12) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GLENCORE INVESTMENT PTY LTD. LEVEL 4, 30 THE ESPLANADE PERTH, C3 6000 |
 |  X |  |  |
GLENCORE HOLDING AG BAARERMATTSTRASSE 3 BAAR, V8 CH-6341 |
 |  X |  |  |
/s/ Valarie A. Hing as Attorney-in-Fact for Glencore Investments Pty Ltd | 07/18/2008 | |
**Signature of Reporting Person | Date | |
Valarie A. Hing as Attorney-in-Fact for Glencore Holding AG | 07/18/2008 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This Form 3 is being filed jointly by Glencore Investment Pty Ltd. ("Glencore Investment") and Glencore Holding AG. The common stock reported on Table I and the preferred stock reported on Table II are owned directly by Glencore Investment, an indirect wholly-owned subsidiary of Glencore International AG, and indirectly by the Glencore Holding AG, the controlling shareholder of Glencore International AG. Glencore Investment is a wholly-owned subsidiary of Glencore Investments AG, which is a wholly-owned subsidiary of Glencore International AG. |
(2) | Represents 1,047 shares of restricted common stock issued on June 25, 2008 to Mr. Willy R. Strothotte, a director of the issuer, who holds such shares as nominee for Glencore Investment. Shares vest in full on the one year anniversary of the grant date, or if earlier, upon Mr. Strothotte's termination of service as a member of the issuer's board of directors due to death or disability. |
(3) | Each share of Series A Convertible Preferred Stock is convertible into 100 shares of the Issuer's common stock at the times and under the circumstances described in the Certificate of Designation for the Series A Convertible Preferred Stock. The Series A Convertible Preferred Stock has no expiration date. |
(4) | June 9, 1999 grant of stock options to Mr. Willy R. Strothotte, a director of the issuer, who holds such options as nominee for Glencore Investment. Options vest and become exercisable in four equal installments on each of (i) the date three months following the date of grant, (ii) the date six months following the date of grant, (iii) the date nine months following the date of grant and (iv) the first anniversary of the date of grant. The options will expire and cease to be exercisable on the tenth anniversary of the date of grant. |
(5) | June 5, 2000 grant of stock options to Mr. Willy R. Strothotte, a director of the issuer, who holds such options as nominee for Glencore Investment. Options vest and become exercisable in four equal installments on each of (i) the date three months following the date of grant, (ii) the date six months following the date of grant, (iii) the date nine months following the date of grant and (iv) the first anniversary of the date of grant. The options will expire and cease to be exercisable on the tenth anniversary of the date of grant. |
(6) | June 28, 2001 grant of stock options to Mr. Willy R. Strothotte, a director of the issuer, who holds such options as nominee for Glencore Investment. Options vest and become exercisable in four equal installments on each of (i) the date three months following the date of grant, (ii) the date six months following the date of grant, (iii) the date nine months following the date of grant and (iv) the first anniversary of the date of grant. The options will expire and cease to be exercisable on the tenth anniversary of the date of grant. |
(7) | June 25, 2002 grant of stock options to Mr. Willy R. Strothotte, a director of the issuer, who holds such options as nominee for Glencore Investment. Options vest and become exercisable in four equal installments on each of (i) the date three months following the date of grant, (ii) the date six months following the date of grant, (iii) the date nine months following the date of grant and (iv) the first anniversary of the date of grant. The options will expire and cease to be exercisable on the tenth anniversary of the date of grant. |
(8) | June 25, 2003 grant of stock options to Mr. Willy R. Strothotte, a director of the issuer, who holds such options as nominee for Glencore Investment. Options vest and become exercisable in four equal installments on each of (i) the date three months following the date of grant, (ii) the date six months following the date of grant, (iii) the date nine months following the date of grant and (iv) the first anniversary of the date of grant. The options will expire and cease to be exercisable on the tenth anniversary of the date of grant. |
(9) | July 19, 2004 grant of stock options to Mr. Willy R. Strothotte, a director of the issuer, who holds such options as nominee for Glencore Investment. Options vest and become exercisable in four equal installments on each of (i) the date three months following the date of grant, (ii) the date six months following the date of grant, (iii) the date nine months following the date of grant and (iv) the first anniversary of the date of grant. The options will expire and cease to be exercisable on the tenth anniversary of the date of grant. |
(10) | August 11, 2005 grant of stock options to Mr. Willy R. Strothotte, a director of the issuer, who holds such options as nominee for Glencore Investment. Options vest and become exercisable in four equal installments on each of (i) the date three months following the date of grant, (ii) the date six months following the date of grant, (iii) the date nine months following the date of grant and (iv) the first anniversary of the date of grant. The options will expire and cease to be exercisable on the tenth anniversary of the date of grant. |
(11) | June 12, 2006 grant of stock options to Mr. Willy R. Strothotte, a director of the issuer, who holds such options as nominee for Glencore Investment. Options vest and become exercisable in four equal installments on each of (i) the date three months following the date of grant, (ii) the date six months following the date of grant, (iii) the date nine months following the date of grant and (iv) the first anniversary of the date of grant. The options will expire and cease to be exercisable on the tenth anniversary of the date of grant. |
(12) | May 24, 2007 grant of stock options to Mr. Willy R. Strothotte, a director of the issuer, who holds such options as nominee for Glencore Investment. Options vest and become exercisable in four equal installments on each of (i) the date three months following the date of grant, (ii) the date six months following the date of grant, (iii) the date nine months following the date of grant and (iv) the first anniversary of the date of grant. The options will expire and cease to be exercisable on the tenth anniversary of the date of grant. |