-----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, CCGvFsHnTcJBSnkN9ghR+HbyzH/Qw6f7UYqRaHOLTfgKLLNEirmjczgLChPMLgL9 qrwpz8n+x/Q01irrr9HTUQ== 0000909518-08-000925.txt : 20081216 0000909518-08-000925.hdr.sgml : 20081216 20081216154350 ACCESSION NUMBER: 0000909518-08-000925 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20081216 DATE AS OF CHANGE: 20081216 GROUP MEMBERS: BALDWIN ENTERPRISES, INC. GROUP MEMBERS: BEI ARCH HOLDINGS, LLC GROUP MEMBERS: BEI-LONGHORN, LLC, LLC GROUP MEMBERS: LEUCADIA NATIONAL CORPORATION GROUP MEMBERS: PHLCORP, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICREDIT CORP CENTRAL INDEX KEY: 0000804269 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 752291093 STATE OF INCORPORATION: TX FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-40781 FILM NUMBER: 081252338 BUSINESS ADDRESS: STREET 1: 801 CHERRY STREET STREET 2: SUITE 3900 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8173027000 MAIL ADDRESS: STREET 1: 801 CHERRY ST STREET 2: SUITE 3900 CITY: FORT WORTH STATE: TX ZIP: 76102 FORMER COMPANY: FORMER CONFORMED NAME: URCARCO INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LEUCADIA NATIONAL CORP CENTRAL INDEX KEY: 0000096223 STANDARD INDUSTRIAL CLASSIFICATION: LUMBER & WOOD PRODUCTS (NO FURNITURE) [2400] IRS NUMBER: 132615557 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 315 PARK AVE S CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 2124601900 MAIL ADDRESS: STREET 1: 315 PARK AVENUE SOUTH CITY: NEW YORK STATE: NY ZIP: 10010 FORMER COMPANY: FORMER CONFORMED NAME: TALCOTT NATIONAL CORP DATE OF NAME CHANGE: 19800603 SC 13D/A 1 mm12-1608_13da11.htm
 

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 11)

 

AmeriCredit Corp.

(Name of Issuer)

Common Stock, $0.01 par value

(Title of class of securities)

03060R101

(CUSIP number)

Joseph A. Orlando

Vice President and Chief Financial Officer

Leucadia National Corporation

315 Park Avenue South

New York, New York 10010

 

with a copy to:

 

Andrea A. Bernstein, Esq.

Weil, Gotshal & Manges LLP

767 Fifth Avenue

New York, New York 10153

(Name, address and telephone number of person authorized to receive notices and communications)

December 15, 2008

(Date of event which requires filing of this statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.

 

 

 

 

 

 

CUSIP No. 03060R101

13D

Page 2

 

 

 

1)

NAME OF REPORTING PERSON:

Leucadia National Corporation

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:

(a)  x

(b)  o

3)

SEC USE ONLY

4)

SOURCE OF FUNDS:

N/A

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):

o

6)

CITIZENSHIP OR PLACE OF ORGANIZATION:

New York

NUMBER OF SHARES

BENEFICIALLY

OWNED BY

EACH REPORTING

PERSON WITH

7)

SOLE VOTING POWER:

-0-

 

8)

SHARED VOTING POWER:

32,715,440

9)

SOLE DISPOSITIVE POWER:

-0-

10)

SHARED DISPOSITIVE POWER:

32,715,440

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

32,715,440

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:

 

o

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):

24.9%

 

14)

TYPE OF REPORTING PERSON:

CO

 

 

 

 

 

 

CUSIP No. 03060R101

13D

Page 3

 

 

 

1)

NAME OF REPORTING PERSON:

Phlcorp, Inc.

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:

(a)  x

(b)  o

3)

SEC USE ONLY

4)

SOURCE OF FUNDS:

N/A

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):

o

6)

CITIZENSHIP OR PLACE OF ORGANIZATION:

Pennsylvania

NUMBER OF SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

7)

SOLE VOTING POWER:

-0-

 

8)

SHARED VOTING POWER:

32,715,440

9)

SOLE DISPOSITIVE POWER:

-0-

10)

SHARED DISPOSITIVE POWER:

32,715,440

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

32,715,440

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:

 

o

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):

24.9%

 

14)

TYPE OF REPORTING PERSON:

CO

 

 

 

 

 

 

CUSIP No. 03060R101

13D

Page 4

 

 

 

1)

NAME OF REPORTING PERSON:

Baldwin Enterprises, Inc.

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:

(a)  x

(b)  o

3)

SEC USE ONLY

4)

SOURCE OF FUNDS:

WC

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):

o

6)

CITIZENSHIP OR PLACE OF ORGANIZATION:

Colorado

NUMBER OF SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

7)

SOLE VOTING POWER:

-0-

 

8)

SHARED VOTING POWER:

32,715,440

9)

SOLE DISPOSITIVE POWER:

-0-

10)

SHARED DISPOSITIVE POWER:

32,715,440

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

32,715,440

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:

 

o

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):

24.9%

 

14)

TYPE OF REPORTING PERSON:

CO

 

 

 

 

 

 

 

 

 

CUSIP No. 03060R101

13D

Page 5

 

 

 

1)

NAME OF REPORTING PERSON:

BEI Arch Holdings, LLC.

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:

(a)  x

(b)  o

3)

SEC USE ONLY

4)

SOURCE OF FUNDS:

WC

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):

o

6)

CITIZENSHIP OR PLACE OF ORGANIZATION:

Delaware

NUMBER OF SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

7)

SOLE VOTING POWER:

-0-

 

8)

SHARED VOTING POWER:

32,715,440

9)

SOLE DISPOSITIVE POWER:

-0-

10)

SHARED DISPOSITIVE POWER:

32,715,440

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

32,715,440

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:

 

o

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):

24.9%

 

14)

TYPE OF REPORTING PERSON:

00

 

 

 

 

CUSIP No. 03060R101

13D

Page 6

 

 

 

1)

NAME OF REPORTING PERSON:

BEI – Longhorn, LLC

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:

(a)  x

(b)  o

3)

SEC USE ONLY

4)

SOURCE OF FUNDS:

N/A

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):

o

6)

CITIZENSHIP OR PLACE OF ORGANIZATION:

Delaware

NUMBER OF SHARES

BENEFICIALLY
OWNED BY

EACH
REPORTING

PERSON WITH

7)

SOLE VOTING POWER:

-0-

 

8)

SHARED VOTING POWER:

32,715,440

9)

SOLE DISPOSITIVE POWER:

-0-

10)

SHARED DISPOSITIVE POWER:

32,715,440

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

32,715,440

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:

 

o

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):

24.9%

 

14)

TYPE OF REPORTING PERSON:

00

 

 

 

 

 

 

This Amendment No. 11 (this “Amendment”) amends the Statement on Schedule 13D originally filed on January 22, 2008 (the “Original Schedule”) by the Reporting Persons, which Original Schedule was subsequently amended (the Original Schedule as amended by Amendments No. 1 through 10, is referred to as the “Schedule 13D”) by the Reporting Persons and is filed by and on behalf of the Reporting Persons with respect to the common stock, $0.01 par value per share (the “Common Stock”), of AmeriCredit Corp., a Texas corporation (the “Company”).

The purpose of this Amendment is to reflect on the cover page for each Reporting Person, Item 13, the correct percentage of common stock represented by the aggregate beneficial ownership of such Reporting Persons, after giving effect to the issuance by the Company of an aggregate of 15,122,670 shares of common stock on December 12, 2008.

 

 

 

SIGNATURES

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.

 

 

Dated: December 16, 2008

 

LEUCADIA NATIONAL CORPORATION

 

By:

/s/ Joseph A. Orlando

Name:

Joseph A. Orlando

Title:

Vice President and Chief Financial Officer

 

PHLCORP, INC.

 

By:

/s/ Joseph A. Orlando

Name:

Joseph A. Orlando

Title:

Vice President

 

BALDWIN ENTERPRISES, INC.

 

By:

/s/ Joseph A. Orlando

Name:

Joseph A. Orlando

Title:

Vice President

 

BEI ARCH HOLDINGS, LLC

By: Baldwin Enterprises, Inc.

 

Its Sole Member

 

By:

/s/ Joseph A. Orlando

Name:

Joseph A. Orlando

Title:

Vice President

 

BEI-LONGHORN, LLC

By: BEI Arch Holdings, LLC

 

Its Sole Member

 

By: Baldwin Enterprises, Inc.

 

Its Sole Member

 

By:

/s/ Joseph A. Orlando

Name:

Joseph A. Orlando

Title:

Vice President

 

 

 

 

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