0001104659-14-025598.txt : 20140731 0001104659-14-025598.hdr.sgml : 20140731 20140403152821 ACCESSION NUMBER: 0001104659-14-025598 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140403 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Atlantic Shutter Systems, Inc. CENTRAL INDEX KEY: 0001477342 IRS NUMBER: 311803461 STATE OF INCORPORATION: SC FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Dutch Quality Stone, Inc. CENTRAL INDEX KEY: 0001477349 IRS NUMBER: 341834781 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Eldorado Stone Acquisition Co., LLC CENTRAL INDEX KEY: 0001477352 IRS NUMBER: 233070498 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Eldorado Stone Operations, LLC CENTRAL INDEX KEY: 0001477356 IRS NUMBER: 912054852 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Tapco International Corp CENTRAL INDEX KEY: 0001477364 IRS NUMBER: 383475026 STATE OF INCORPORATION: MI FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters Construction Materials, Inc. CENTRAL INDEX KEY: 0001477367 IRS NUMBER: 753130509 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters Services Corp CENTRAL INDEX KEY: 0001477376 IRS NUMBER: 870620660 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters Heavy Oil, LLC CENTRAL INDEX KEY: 0001477379 IRS NUMBER: 593819176 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Eldorado Stone Funding Co., LLC CENTRAL INDEX KEY: 0001477382 IRS NUMBER: 201162241 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters Plant Services, Inc. CENTRAL INDEX KEY: 0001517360 IRS NUMBER: 273648388 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10635 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SALT LAKE CITY STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10635 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SALT LAKE CITY STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Covol Fuels Alabama No. 3, LLC CENTRAL INDEX KEY: 0001598933 IRS NUMBER: 452712690 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters Clean Carbon Services LLC CENTRAL INDEX KEY: 0001598946 IRS NUMBER: 300543994 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Chihuahua Stone, LLC CENTRAL INDEX KEY: 0001477343 IRS NUMBER: 200225701 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Covol Fuels No. 5, LLC CENTRAL INDEX KEY: 0001477348 IRS NUMBER: 371554453 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Eldorado SC-Acquisition Co. CENTRAL INDEX KEY: 0001477351 IRS NUMBER: 201106424 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Eldorado Stone LLC CENTRAL INDEX KEY: 0001477354 IRS NUMBER: 330910603 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Stonecraft Manufacturing, LLC CENTRAL INDEX KEY: 0001477365 IRS NUMBER: 364644860 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters Technology Innovation Group, Inc. CENTRAL INDEX KEY: 0001477373 IRS NUMBER: 870707919 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters Ethanol Operators, LLC CENTRAL INDEX KEY: 0001477378 IRS NUMBER: 900266205 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HES Ethanol Holdings, LLC CENTRAL INDEX KEY: 0001516972 IRS NUMBER: 000000000 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SALT LAKE CITY STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SALT LAKE CITY STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Covol Fuels Chinook, LLC CENTRAL INDEX KEY: 0001598927 IRS NUMBER: 452713771 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Covol Fuels Alabama No. 7, LLC CENTRAL INDEX KEY: 0001598930 IRS NUMBER: 452712783 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Covol Engineered Fuels, LC CENTRAL INDEX KEY: 0001477344 IRS NUMBER: 900221443 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters Synfuel Investments, LLC CENTRAL INDEX KEY: 0001477374 IRS NUMBER: 201641652 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Covol Fuels No. 4, LLC CENTRAL INDEX KEY: 0001477347 IRS NUMBER: 371554452 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Global Climate Reserve Corp CENTRAL INDEX KEY: 0001477359 IRS NUMBER: 841617589 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters Construction Materials, LLC CENTRAL INDEX KEY: 0001477371 IRS NUMBER: 201260889 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters Energy Services Corp. CENTRAL INDEX KEY: 0001477377 IRS NUMBER: 830380929 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FlexCrete Building Systems, L.C. CENTRAL INDEX KEY: 0001598950 IRS NUMBER: 870662892 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Covol Fuels No. 2, LLC CENTRAL INDEX KEY: 0001477345 IRS NUMBER: 371554450 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Environmental Technologies Group, LLC CENTRAL INDEX KEY: 0001477358 IRS NUMBER: 900129013 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters Resources, Inc. CENTRAL INDEX KEY: 0001477381 IRS NUMBER: 870619697 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Covol Fuels Alabama No. 4, LLC CENTRAL INDEX KEY: 0001598932 IRS NUMBER: 452713036 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HCM Stone, LLC CENTRAL INDEX KEY: 0001477360 IRS NUMBER: 201106210 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Covol Fuels Alabama No. 5, LLC CENTRAL INDEX KEY: 0001598931 IRS NUMBER: 452713723 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEADWATERS INC CENTRAL INDEX KEY: 0001003344 STANDARD INDUSTRIAL CLASSIFICATION: CONCRETE PRODUCTS, EXCEPT BLOCK & BRICK [3272] IRS NUMBER: 870547337 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10701 SOUTH RIVERFRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: 8019849400 MAIL ADDRESS: STREET 1: 10701 SOUTH RIVERFRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FORMER COMPANY: FORMER CONFORMED NAME: COVOL TECHNOLOGIES INC DATE OF NAME CHANGE: 19951113 FILER: COMPANY DATA: COMPANY CONFORMED NAME: L-B Stone, LLC CENTRAL INDEX KEY: 0001477370 IRS NUMBER: 061669668 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Headwaters CTL, LLC CENTRAL INDEX KEY: 0001477375 IRS NUMBER: 900221795 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HCM Louisiana, LLC CENTRAL INDEX KEY: 0001598949 IRS NUMBER: 800787948 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HCM Utah, LLC CENTRAL INDEX KEY: 0001477363 IRS NUMBER: 201715852 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10653 S. RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Covol Fuels Rock Crusher, LLC CENTRAL INDEX KEY: 0001598929 IRS NUMBER: 452723884 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: (801) 984-9400 MAIL ADDRESS: STREET 1: 10701 SOUTH RIVER FRONT PARKWAY STREET 2: SUITE 300 CITY: SOUTH JORDAN STATE: UT ZIP: 84095 CORRESP 1 filename1.htm

 

HEADWATERS INCORPORATED

10701 South River Front Parkway

South Jordan, UT  84095

 

April 3, 2014

 

United States Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549-0510

Attention:                 Jay E. Ingram, Legal Branch Chief, Division of Corporation Finance

Edward M. Kelly, Staff Attorney, Division of Corporation Finance

 

Re:                             Headwaters Incorporated

Registration Statement on Form S-4
Filed February 5, 2014

File No. 333-193756

 

Ladies and Gentlemen:

 

Headwaters Incorporated (the “Company”) hereby provides the following information and responses to the comments received from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) in Mr. Ingram’s letter dated March 4, 2014.  The numbering of the responses and the headings set forth below correspond to the numbered comments and headings on the letter from the Staff.

 

General

 

1.                                      Please note that we will not take action to accelerate the effectiveness of the above-captioned registration statement until you resolve outstanding comments on your Form 10-K for the fiscal year ended December 31, 2013. The staff’s comments on your Form 10-K were issued under separate cover via letter dated March 4, 2014.

 

Response: The Company acknowledges the Staff’s comment.

 

2.                                      Please provide written confirmation that the exchange offer will be open for a full 20 business days to ensure compliance with Rule 14e-1(a) under the Exchange Act. It appears from disclosure on the outside front cover page and throughout the registration statement that the exchange offer could be open for less than the required 20 business days because the exchange offer expires at 5:00 p.m. instead of midnight on what may be the twentieth business day after it begins. See Q&A 8 in Release No. 34-16623.

 

Response:  The Company hereby confirms that the exchange offer will be open for at least 20 full business days to ensure compliance with Rule 14e-1(a).  The

 


 

Company confirms that the offer will expire on 5:00 p.m., New York City time, on the twenty-first business day following commencement.

 

Forward-Looking Statements, page i

 

3.                                      Since the exchange offering is a tender offer, you are not eligible to rely on the safe harbor provision. See Section 27(A)(b)(2)(C) of the Securities Act. Please delete the phrase “within the meaning of the Private Securities Litigation Reform Act of 1995.” Alternatively, revise the disclosure to make clear that the safe harbor is not available.

 

Response:  The Company will revise the section entitled “Forward-Looking Statements” on page i in response to the Staff’s comment to state explicitly that the safe harbor protections provided in the Private Securities Litigation Reform Act of 1995 do not apply to statements made in connection with the offer. The revised disclosure will read as follows (emphasis on text to be added to the disclosure):

 

“In addition to historical information, certain statements contained in this prospectus and in the documents incorporated by reference herein are forward-looking statements within the meaning of federal securities laws and Headwaters intends that such forward-looking statements be subject to the safe-harbor created thereby. Forward-looking statements include our expectations as to the managing and marketing of coal combustion products, the production and marketing of building products, the licensing of residue hydrocracking technology and catalyst sales to oil refineries, the development, commercialization, and financing of new products and technologies and other strategic business opportunities and acquisitions, and other information about our businesses. Such statements that are not purely historical by nature, including those statements regarding our future business plans, the operation of facilities, the availability of feedstocks, and the marketability of the coal combustion products, building products and catalysts, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding future events and our future results that are based on current expectations, estimates, forecasts, and projections about the industries in which we operate and the beliefs and assumptions of our management. The safe harbor protections of the Private Securities Litigation Reform Act of 1995 do not apply to the statements made in connection with the offer to exchange the outstanding notes pursuant to the prospectus. Actual results may vary materially from such expectations. In some cases, words such as “may,” “should,” “intends,” “plans,” “expects,” “anticipates,” “targets,” “goals,” “projects,” “believes,” “seeks,” “estimates,” “forecasts,” or variations of such words and similar expressions, or the negative of such terms, may help identify such forward-looking statements. Any statements that refer to projections of our future financial performance, our anticipated growth and trends in our businesses, and other characterizations of future events or circumstances, are forward-looking. In addition to matters affecting the coal combustion products, building products, and energy industries or the economy generally, factors that could cause

 


 

actual results to differ from expectations stated in forward-looking statements include, among others, the factors described in the caption entitled “Risk Factors” and our SEC filings. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this prospectus. Unless legally required, we undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance occurring after the date of this prospectus, currently unknown facts or conditions or the occurrence of unanticipated events.”

 

Market Share, Ranking and Similar Information, page ii

 

4.                                      We note the disclaimer that market share, ranking, and similar information in the prospectus and estimates and beliefs based on that data in the prospectus may not be reliable. Since you may not disclaim responsibility for information that you have chosen to include in the prospectus, please delete the disclaimer or provide an enhanced description of the manner in which you are cautioning investors.

 

Response:  The Company will revise the disclosure on page ii in response to the Staff’s comment to remove the disclaimer as to reliability. The disclosure will read as follows:

 

“The market share, ranking and other information contained in this prospectus is based on our own estimates, independent industry publications, reports by market research firms, including confidential third-party commissioned studies, or other published and unpublished independent sources. In each case, we believe that they are reasonable estimates, although we have not independently verified market and industry data provided by third parties. Market share information is subject to changes, however, and cannot always be verified with complete certainty due to limits on the availability and reliability of raw data, the voluntary nature of the data-gathering process and other limitations and uncertainties inherent in any statistical survey of market share. In addition, customer preferences can and do change and the definition of the relevant market is a matter of judgment and analysis.”

 

Incorporation of Documents by Reference, page 81

 

5.                                      Besides incorporating by reference documents filed under the Exchange Act “between the date of this prospectus and the expiration date,” please include a statement that you are also incorporating by reference documents filed under the Exchange Act after the date of the initial registration statement and before the registration statement’s effectiveness. For guidance you may wish to refer to Question 123.05 of our Securities Act Forms Compliance and Disclosure Interpretations.

 

Response:  The Company will revise page 80 to include a statement to the effect that all filings with the SEC pursuant to Section 13(a), 13(c), 14 or 15(d) pursuant to the Exchange Act after the initial filing of the registration statement and prior to effectiveness of the registration statement shall be deemed to be incorporated

 


 

by reference into the prospectus. The disclosure will read as follows (emphasis on the revised sentence):

 

“We are also incorporating by reference the documents that we file with the SEC pursuant to Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, other than reports or portions thereof furnished under Item 2.02 or 7.01 on Form 8-K and not specifically incorporated by reference, between (i) the date of this prospectus and the expiration date and (ii) the date of the initial registration statement and prior to effectiveness of the registration statement. Any statement contained in a document incorporated by reference in this prospectus shall be deemed to be modified or superseded for purposes of this prospectus to the extent that a statement contained in this prospectus or in any other subsequently filed document which also is incorporated in this prospectus modifies or replaces such statement. Any statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this prospectus.”

 

Exhibits 5.1 - 5.6

 

6.                                      Please refer to Section II.B.1.e of Staff Legal Bulletin No 19 (CF) and advise us as to whether Pillsbury Winthrop Shaw Pittman LLP is seeking to proceed in accordance with footnote 21 of the Bulletin.

 

Response:  Pillsbury Winthrop Shaw Pittman LLP has confirmed that it is proceeding in accordance with footnote 21 of Staff Legal Bulletin No 19 (CF).

 

7.                                      Refer to (iv)(A) in the fourth paragraph of the opinion filed as Exhibit 5.3 concerning “the execution, delivery and performance of the 2013 Indenture and the transactions contemplated therein” and to (d) in the seventh paragraph of the opinion filed as Exhibit 5.6 concerning “the authorization, execution and delivery by each party of each transaction document related to the 2013 Indenture executed and delivered or to be executed and delivered by such party.” It is inappropriate to include in an opinion assumptions that are overly broad, that “assume away” the relevant issue, or that assume any of the material facts underlying the opinion or any readily ascertainable facts. Please revise. For guidance you may wish to refer to Section II.B.3.a. of SLB 19.

 

Response:  The opinion filed as Exhibit 5.3 will be revised in response to the Staff’s comment. The guarantor registrants organized under the laws of the state of Florida are no longer guarantors of the notes to be registered. Accordingly, the opinion originally filed as Exhibit 5.6 will no longer be required and such opinion will not be filed in connection with Amendment No. 1 to the Registration Statement.

 

8.                                      Refer to the last paragraph of the opinion filed as Exhibit 5.3 and to the penultimate paragraph of the opinion filed as Exhibit 5.6. We note the “only” and “solely” limitation language on reliance. Please delete the word “only” in the opinion filed as Exhibit 5.3 and the word “solely” in the opinion filed as Exhibit 5.6. For guidance you may wish to refer to Section II.B.3.d. of SLB 19.

 


 

Response:  The opinion filed as Exhibit 5.3 will be revised in response to the Staff’s comment. Because the guarantor registrants organized under the laws of the state of Florida are no longer guarantors of the notes to be registered, the opinion originally filed as Exhibit 5.6 will no longer be required and such opinion will not be filed in connection with Amendment No. 1 to the Registration Statement.

 

9                                         Please delete the statement in the third paragraph of Exhibit 5.6 that “[t]his opinion letter has been prepared and is to be construed in accordance with Report on Third-Party Legal Opinion Customary Practice in Florida, dated December 3, 2011, which is incorporated by reference into this opinion letter.”

 

Response:  Because the guarantor registrants organized under the laws of the state of Florida are no longer guarantors of the notes to be registered, the opinion originally filed as Exhibit 5.6 will no longer be required and such opinion will not be filed in connection with Amendment No. 1 to the Registration Statement.

 

*           *           *

 

The Company acknowledges the following:

 

·                  should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

 

·                  the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

 

·                  the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 

We would be pleased to answer your questions or provide you with any other information you need.  Please contact me at (801) 984-9400 or our legal counsel, at Pillsbury Winthrop Shaw Pittman LLP (David Lillevand at (415) 983-1540 or Linda C. Williams at (415) 983-7334).

 

Very truly yours,

 

 

 

 

 

/s/ Donald P. Newman

 

Donald P. Newman

 

Chief Financial Officer

 

 

cc:                                Kirk A. Benson
Harlan M. Hatfield, Esq.
David Lillevand, Esq.
Linda C. Williams, Esq.