0000950123-11-064670.txt : 20110708 0000950123-11-064670.hdr.sgml : 20110708 20110708160547 ACCESSION NUMBER: 0000950123-11-064670 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110708 DATE AS OF CHANGE: 20110708 GROUP MEMBERS: FIR TREE CAPITAL OPPORTUNITY MASTER FUND, L.P. GROUP MEMBERS: FIR TREE VALUE MASTER FUND, L.P. GROUP MEMBERS: FIR TREE, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Azteca Acquisition Corp CENTRAL INDEX KEY: 0001518749 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: D8 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86319 FILM NUMBER: 11959412 BUSINESS ADDRESS: STREET 1: 421 N. BEVERLY DRIVE STREET 2: SUITE 300 CITY: BEVERLY HILLS STATE: CA ZIP: 90210 BUSINESS PHONE: 310-553-7009 MAIL ADDRESS: STREET 1: 421 N. BEVERLY DRIVE STREET 2: SUITE 300 CITY: BEVERLY HILLS STATE: CA ZIP: 90210 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIR TREE INC CENTRAL INDEX KEY: 0001056491 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 505 FIFTH AVENUE STREET 2: 23RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2123983500 MAIL ADDRESS: STREET 1: 505 FIFTH AVENUE STREET 2: 23RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G 1 c19682sc13g.htm SCHEDULE 13G Schedule 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. ___)*

Azteca Acquisition Corporation
(Name of Issuer)
Common Stock, par value $.0001 per share
(Title of Class of Securities)
US05501E2019
(ISIN)
June 30, 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:

     o Rule 13d-1(b)

     þ Rule 13d-1(c)

     o 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).

 
 

 

                     
ISIN
  
US05501E2019 
  

 

           
1   NAMES OF REPORTING PERSONS
Fir Tree Value Master Fund, L.P.
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  (a)   o
  (b)   o
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  Cayman Islands
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   840,000
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    840,000
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  840,000
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  6.7%
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  PN

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ISIN
  
US05501E2019 
  

 

           
1   NAMES OF REPORTING PERSONS
Fir Tree Capital Opportunity Master Fund, L.P.
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  (a)   o
  (b)   o
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  Cayman Islands
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   150,000
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    150,000
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  150,000
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  1.2%
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  PN

3

 

                     
ISIN
  
US05501E2019 
  

 

           
1   NAMES OF REPORTING PERSONS
Fir Tree, Inc.
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  (a)   o
  (b)   o
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  New York
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   990,000
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    990,000
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  990,000
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  7.9%
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  CO

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SCHEDULE 13G
This Schedule 13G (this “Schedule 13G”) is being filed on behalf of Fir Tree Value Master Fund, L.P., a Cayman Islands exempted limited partnership (“Fir Tree Value”), Fir Tree Capital Opportunity Master Fund, L.P., a Cayman Islands exempted limited partnership (“Fir Tree Capital”), and Fir Tree, Inc., a New York corporation (“Fir Tree”), relating to Common Stock, par value $.0001 per share (the “Common Stock”), of Azteca Acquisition Corporation, a Delaware corporation (the “Issuer”), purchased by Fir Tree Value and Fir Tree Capital. Fir Tree is the investment manager of each of Fir Tree Value and Fir Tree Capital. Fir Tree Value, Fir Tree Capital and Fir Tree are collectively referred to herein as the “Reporting Persons.”
Item 1(a)  
Name of Issuer.
Azteca Acquisition Corporation
Item 1(b)  
Address of Issuer’s Principal Executive Offices.
421 N. Beverly Drive
Suite 300
Beverly Hills, California 90210
Item 2(a)  
Name of Person Filing.
Item 2(b)  
Address of Principal Business Office.
Item 2(c)  
Place of Organization.
Fir Tree Value Master Fund, L.P.
c/o Citco Fund Services (Cayman Islands) Limited
89 Nexus Way, Camana Bay
Box 31106
Grand Cayman KY1-1205, Cayman Islands
A Cayman Islands exempted limited partnership
Fir Tree Capital Opportunity Master Fund, L.P.
c/o Citco Fund Services (Cayman Islands) Limited
89 Nexus Way, Camana Bay
Box 31106
Grand Cayman KY1-1205, Cayman Islands
A Cayman Islands exempted limited partnership
Fir Tree, Inc.
505 Fifth Avenue
23rd Floor
New York, New York 10017
A New York corporation

 

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Fir Tree is the investment manager of each of Fir Tree Value and Fir Tree Capital, and has been granted investment discretion over portfolio investments, including the Common Stock, held by Fir Tree Value and Fir Tree Capital.
Item 2(d)  
Title of Class of Securities.
Common Stock, par value $.0001 per share (the “Common Stock”)
Item 2(e)  
ISIN.
US05501E2019
Item 3  
Reporting Person.
The person filing is not listed in Items 3(a) through 3(j).
Item 4  
Ownership.
  (a)  
Fir Tree Value is the beneficial owner of 840,000 shares of Common Stock. Fir Tree Capital is the beneficial owner of 150,000 shares of Common Stock. Fir Tree may be deemed to beneficially own the shares of Common Stock held by Fir Tree Value and Fir Tree Capital as a result of being the investment manager of each of Fir Tree Value and Fir Tree Capital.
  (b)  
Fir Tree Value beneficially owns 840,000 shares of Common Stock, which represents approximately 6.7% of the shares of Common Stock outstanding. Fir Tree Capital beneficially owns 150,000 shares of Common Stock, which represents approximately 1.2% of the shares of Common Stock outstanding. Collectively, the Reporting Persons beneficially own 990,000 shares of Common Stock, which represents approximately 7.9% of the shares of Common Stock outstanding. These percentages are determined by dividing the number of shares of Common Stock beneficially held by each of the Reporting Persons, by 12,500,000, the number of shares of Common Stock issued and outstanding as of June 29, 2011, as reported in the Issuer’s 424B4 Prospectus filed on June 30, 2011.
  (c)  
Fir Tree Value may direct the vote and disposition of 840,000 shares of Common Stock. Fir Tree Capital may direct the vote and disposition of 150,000 shares of Common Stock. Fir Tree has been granted investment discretion over the shares of Common Stock held by Fir Tree Value and Fir Tree Capital, and thus, has the shared power to direct the vote and disposition of 990,000 shares of Common Stock.
Item 5  
Ownership of Five Percent or Less of a Class.
   
Inapplicable.

 

6

 

Item 6  
Ownership of More Than Five Percent on Behalf of Another Person.
   
Inapplicable.
Item 7  
Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.
   
Inapplicable.
Item 8  
Identification and Classification of Members of the Group.
   
Inapplicable.
Item 9  
Notice of Dissolution of Group.
   
Inapplicable.
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.

 

7

 

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: July 8, 2011
             
    FIR TREE VALUE MASTER FUND, L.P.
 
            
    By:   FIR TREE, INC., its Manager
 
            
 
      By:   /s/ Jeffrey Tannenbaum
 
         
 
          Name: Jeffrey Tannenbaum
Title: President
 
            
    FIR TREE CAPITAL OPPORTUNITY MASTER FUND, L.P.
 
            
    By:   FIR TREE, INC., its Manager
 
            
 
      By:   /s/ Jeffrey Tannenbaum
 
         
 
          Name: Jeffrey Tannenbaum
Title: President
 
            
    FIR TREE, INC.
 
            
    By:   /s/ Jeffrey Tannenbaum
         
        Name: Jeffrey Tannenbaum
        Title: President

 

8

 

EXHIBIT 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the shares of Common Stock issued by Azteca Acquisition Corporation, a Delaware corporation, and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.
The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.
This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of July 8, 2011.
             
    FIR TREE VALUE MASTER FUND, L.P.
 
            
    By:   FIR TREE, INC., its Manager
 
            
 
      By:   /s/ Jeffrey Tannenbaum
 
         
 
          Name: Jeffrey Tannenbaum
Title: President
 
            
    FIR TREE CAPITAL OPPORTUNITY MASTER FUND, L.P.
 
            
    By:   FIR TREE, INC., its Manager
 
            
 
      By:   /s/ Jeffrey Tannenbaum
 
         
 
          Name: Jeffrey Tannenbaum
Title: President
 
            
    FIR TREE, INC.
 
            
    By:   /s/ Jeffrey Tannenbaum
         
        Name: Jeffrey Tannenbaum
        Title: President

 

9