-----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, Uq7rzeSQuUXXlPev0BsqTuNdmI7U9ma/QOrXA9Y7+mCvTgLmni0/BYabuZISy3oq xHfFJlrNZNg4EWOKNtezlA== 0001104659-03-013395.txt : 20030627 0001104659-03-013395.hdr.sgml : 20030627 20030627163428 ACCESSION NUMBER: 0001104659-03-013395 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030627 GROUP MEMBERS: ARAGON INVESTMENTS, LTD. GROUP MEMBERS: CITADEL EDISON FUND L.P. GROUP MEMBERS: CITADEL EDISON FUND LTD. GROUP MEMBERS: CITADEL EDISON INVESTMENTS LTD. GROUP MEMBERS: CITADEL EQUITY FUND LTD. GROUP MEMBERS: CITADEL EQUITY OPPORTUNITY FUND L.P. GROUP MEMBERS: CITADEL EQUITY OPPORTUNITY FUND LTD. GROUP MEMBERS: CITADEL EQUITY OPPORTUNITY INVESTMENTS LTD. GROUP MEMBERS: CITADEL INVESTMENT GROUP, L.L.C GROUP MEMBERS: CITADEL KENSINGTON GLOBAL STRATEGIES FUND LTD. GROUP MEMBERS: CITADEL WELLINGTON PARTNERS L.P. GROUP MEMBERS: GLB PARTNERS, L.P. GROUP MEMBERS: KENNETH GRIFFIN FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CITADEL L P CENTRAL INDEX KEY: 0001027745 IRS NUMBER: 364111741 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 225 WEST WASHINGTON 9TH FLOOR STREET 2: 312-696-2121 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3126962100 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CENTILLIUM COMMUNICATIONS INC CENTRAL INDEX KEY: 0001107194 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 943263530 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-60607 FILM NUMBER: 03761683 BUSINESS ADDRESS: STREET 1: 47211 LAKEVIEW BLVD CITY: FREMONT STATE: CA ZIP: 94538 BUSINESS PHONE: 5107713700 MAIL ADDRESS: STREET 1: 47211 LAKEVIEW BLVD CITY: FREMONT STATE: CA ZIP: 94538 SC 13G 1 j2462_sc13g.htm SC 13G

SEC 1745
(02-02)


Potential persons who are to 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.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires: December 31, 2005

 

SCHEDULE 13G
(Rule 13d-102)

Estimated average burden hours per response. . 11

 

Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No.    )*

 

Centillium Communications, Inc.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

152319109

(CUSIP Number)

 

June 19, 2003

(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 the disclosures provided in a prior cover page.

 

The information required in 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).

 

Page 1 of 23



 

 

CUSIP No.  152319109

Page 2 of 23 Pages

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Limited Partnership

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Illinois limited partnership
U.S.A.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
PN; HC

 

Page 2 of 23



 

CUSIP No.  152319109

Page 3 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
GLB Partners, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware limited partnership
U.S.A.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
PN; HC

 

Page 3 of 23



 

CUSIP No.  152319109

Page 4 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Investment Group, L.L.C.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware limited liability company
U.S.A.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
OO; HC

 

Page 4 of 23



 

CUSIP No.  152319109

Page 5 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Kenneth Griffin

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
U.S. Citizen
U.S.A.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
IN; HC

 

Page 5 of 23



 

CUSIP No.  152319109

Page 6 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Wellington Partners L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Illinois limited partnership

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
PN; HC

 

Page 6 of 23



 

CUSIP No.  152319109

Page 7 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Kensington Global Strategies Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Bermuda company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
CO; HC

 

Page 7 of 23



 

CUSIP No.  152319109

Page 8 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Equity Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
CO; HC

 

Page 8 of 23



 

CUSIP No.  152319109

Page 9 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Edison Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
CO; HC

 

Page 9 of 23



 

CUSIP No.  152319109

Page 10 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Edison Fund L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware limited partnership

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
PN; HC

 

Page 10 of 23



 

CUSIP No.  152319109

Page 11 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Aragon Investments, Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Bermuda company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

Page 11 of 23



 

CUSIP No.  152319109

Page 12 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Edison Investments Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

Page 12 of 23



 

CUSIP No.  152319109

Page 13 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Equity Opportunity Investments Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

Page 13 of 23



 

CUSIP No.  152319109

Page 14 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Equity Opportunity Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands company

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
CO; HC

 

Page 14 of 23



 

CUSIP No.  152319109

Page 15 of 23 Pages

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Citadel Equity Opportunity Fund Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[ X ]

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware limited partnership

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,096,101 shares of Common Stock

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
See Row 6 above.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
See Row 6 above.

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

 

12.

Type of Reporting Person (See Instructions)
PN; HC

 

Page 15 of 23



 

CUSIP No.  152319109

Page 16 of 23 Pages

Item 1.

 

(a)

Name of Issuer
CENTILLIUM COMMUNICATIONS, INC.

 

(b)

Address of Issuer’s Principal Executive Offices
47211 Lakeview Boulevard
Fremont, California 94538

 

Item 2.

 

(a)

Name of Person Filing

 

(b)

Address of Principal Business Office or, if none, Residence

 

(c)

Citizenship

 

 

Citadel Limited Partnership
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Illinois limited partnership

 

 

GLB Partners, L.P.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Delaware limited partnership

 

 

Citadel Investment Group, L.L.C.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Delaware limited liability company

 

 

Kenneth Griffin
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
U.S. Citizen

 

 

Citadel Wellington Partners L.P.
c/o Citadel Investment Group, L.L.C.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Illinois limited partnership

 

 

Citadel Kensington Global Strategies Fund Ltd.
c/o Citadel Investment Group, L.L.C.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Bermuda company

 

Page 16 of 23



 

CUSIP No.  152319109

Page 17 of 23 Pages

 

 

Citadel Equity Fund Ltd.
c/o Citadel Investment Group, L.L.C.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Cayman Islands company

 

 

Citadel Edison Fund Ltd.
c/o Citadel Investment Group, L.L.C.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Cayman Islands company

 

 

Citadel Edison Fund L.P.
c/o Citadel Investment Group, L.L.C.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Delaware limited partnership

 

 

Aragon Investments, Ltd.
c/o Citadel Investment Group, L.L.C.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Bermuda company

 

 

Citadel Edison Investments Ltd.
c/o Citadel Investment Group, L.L.C.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Cayman Islands company

 

 

Citadel Equity Opportunity Investments Ltd.
c/o Citadel Investment Group, L.L.C.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Cayman Islands company

 

 

Citadel Equity Opportunity Fund Ltd.
c/o Citadel Investment Group, L.L.C.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Cayman Islands company

 

Page 17 of 23



 

CUSIP No.  152319109

Page 18 of 23 Pages

 

 

Citadel Equity Opportunity Fund L.P.
c/o Citadel Investment Group, L.L.C.
131 S. Dearborn Street, 32nd Floor
Chicago, Illinois 60603
Delaware limited partnership

 

 

 

 

(d)

Title of Class of Securities
Common Stock, par value $0.001 per share

 

(e)

CUSIP Number
152319109

 

Item 3.

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

 

(a)

[  ]

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

[  ]

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

[  ]

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

[  ]

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

[  ]

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

[  ]

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

[  ]

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 

(h)

[  ]

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

[  ]

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

[  ]

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

If this statement is filed pursuant to Rule 13d-1(c), check this box.  [ X ]

 

Page 18 of 23



 

CUSIP No.  152319109

Page 19 of 23 Pages

Item 4.

Ownership

CITADEL LIMITED PARTNERSHIP
GLB PARTNERS, L.P.
CITADEL INVESTMENT GROUP, L.L.C.
KENNETH GRIFFIN
CITADEL WELLINGTON PARTNERS L.P.
CITADEL KENSINGTON GLOBAL STRATEGIES FUND LTD.
CITADEL EQUITY FUND LTD.
CITADEL EDISON FUND LTD.
CITADEL EDISON FUND L.P.
ARAGON INVESTMENTS, LTD.
CITADEL EDISON INVESTMENTS LTD.
CITADEL EQUITY OPPORTUNITY INVESTMENTS LTD.
CITADEL EQUITY OPPORTUNITY FUND LTD.
CITADEL EQUITY OPPORTUNITY FUND L.P.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:   2,096,101 shares of Common Stock

 

(b)

Percent of class:    Approximately 5.9% as of the date of this filing (based on 35,292,336 shares of Common Stock issued and outstanding as of April 18, 2003).

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote    0

 

 

(ii)

Shared power to vote or to direct the vote    See item (a) above.

 

 

(iii)

Sole power to dispose or to direct the disposition of    0

 

 

(iv)

Shared power to dispose or to direct the disposition of    See item (a) above.

 

Item 5.

Ownership of Five Percent or Less of a Class

Not Applicable.

 

Page 19 of 23



 

CUSIP No.  152319109

Page 20 of 23 Pages

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

See Item 2 above.

 

Item 8.

Identification and Classification of Members of the Group

Not Applicable.

 

Item 9.

Notice of Dissolution of Group

Not Applicable.

 

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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 the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

Page 20 of 23



 

CUSIP No.  152319109

Page 21 of 23 Pages

 

Signature

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

Dated this 27th day of June, 2003

 

 

 

/s/ Kenneth Griffin

 

 

 

Kenneth Griffin

 

 

 

 

CITADEL LIMITED PARTNERSHIP

CITADEL INVESTMENT GROUP, L.L.C.

 

 

 

 

By:

GLB Partners, L.P.,

By:

/s/ Kenneth Griffin

 

 

its General Partner

 

Kenneth Griffin, President

 

 

 

 

By:

Citadel Investment Group, L.L.C.,

 

 

its General Partner

CITADEL EQUITY FUND LTD.

 

 

 

 

By:

/s/ Kenneth Griffin

 

By:

Citadel Limited Partnership,

 

Kenneth Griffin, President

 

its Portfolio Manager

 

 

 

 

 

By:

GLB Partners, L.P.,

GLB PARTNERS, L.P.

 

its General Partner

 

 

 

By:

Citadel Investment Group, L.L.C.,

By:

Citadel Investment Group, L.L.C.,

 

its General Partner

 

its General Partner

 

 

 

 

By:

/s/ Kenneth Griffin

 

By:

/s/ Kenneth Griffin

 

 

Kenneth Griffin, President

 

Kenneth Griffin, President

 

 

 

 

 

 

 

 

CITADEL WELLINGTON PARTNERS
L.P.

CITADEL KENSINGTON GLOBAL
STRATEGIES FUND LTD.

 

 

 

 

By:

Citadel Limited Partnership,

By:

Citadel Limited Partnership,

 

its General Partner

 

its Portfolio Manager

 

 

 

 

By:

GLB Partners, L.P.,

By:

GLB Partners, L.P.,

 

its General Partner

 

its General Partner

 

 

 

 

By:

Citadel Investment Group, L.L.C.,

By:

Citadel Investment Group, L.L.C.,

 

its General Partner

 

its General Partner

 

 

 

 

By:

/s/ Kenneth Griffin

 

By:

/s/ Kenneth Griffin

 

 

Kenneth Griffin, President

 

Kenneth Griffin, President

 

Page 21 of 23



 

CUSIP No.  152319109

Page 22 of 23 Pages

CITADEL EDISON FUND LTD.

CITADEL EDISON FUND L.P.

 

 

 

 

By:

Citadel Limited Partnership,

By:

Citadel Limited Partnership,

 

its Portfolio Manager

 

its General Partner

 

 

 

 

By:

GLB Partners, L.P.,

By:

GLB Partners, L.P.,

 

its General Partner

 

its General Partner

 

 

 

 

By:

Citadel Investment Group, L.L.C.,

By:

Citadel Investment Group, L.L.C.,

 

its General Partner

 

its General Partner

 

 

 

 

By:

/s/ Kenneth Griffin

 

By:

/s/ Kenneth Griffin

 

 

Kenneth Griffin, President

 

Kenneth Griffin, President

 

 

 

 

 

 

 

 

CITADEL EDISON INVESTMENTS LTD.

CITADEL EQUITY OPPORTUNITY
INVESTMENTS LTD.

 

 

 

 

By:

Citadel Limited Partnership,

By:

Citadel Limited Partnership,

 

its Portfolio Manager

 

its Portfolio Manager

 

 

 

 

By:

GLB Partners, L.P.,

By:

GLB Partners, L.P.,

 

its General Partner

 

its General Partner

 

 

 

 

By:

Citadel Investment Group, L.L.C.,

By:

Citadel Investment Group, L.L.C.,

 

its General Partner

 

its General Partner

 

 

 

 

By:

/s/ Kenneth Griffin

 

By:

/s/ Kenneth Griffin

 

 

Kenneth Griffin, President

 

Kenneth Griffin, President

 

 

 

 

 

 

 

 

CITADEL EQUITY OPPORTUNITY
FUND LTD.

CITADEL EQUITY OPPORTUNITY
FUND L.P.

 

 

 

 

By:

Citadel Limited Partnership,

By:

Citadel Limited Partnership,

 

its Portfolio Manager

 

its General Partner

 

 

 

 

By:

GLB Partners, L.P.,

By:

GLB Partners, L.P.,

 

its General Partner

 

its General Partner

 

 

 

 

By:

Citadel Investment Group, L.L.C.,

By:

Citadel Investment Group, L.L.C.,

 

its General Partner

 

its General Partner

 

 

 

 

By:

/s/ Kenneth Griffin

 

By:

/s/ Kenneth Griffin

 

 

Kenneth Griffin, President

 

Kenneth Griffin, President

 

 

 

 

 

Page 22 of 23



 

CUSIP No.  152319109

Page 23 of 23 Pages

ARAGON INVESTMENTS, LTD.

 

 

 

 

 

By:

Citadel Limited Partnership,

 

 

 

its Portfolio Manager

 

 

 

 

 

 

By:

GLB Partners, L.P.,

 

 

 

its General Partner

 

 

 

 

 

 

By:

Citadel Investment Group, L.L.C.,

 

 

 

its General Partner

 

 

 

 

 

 

By:

/s/ Kenneth Griffin

 

 

 

 

 

Kenneth Griffin, President

 

 

 

 

 

 

 

Page 23 of 23


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