-----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, Uehbb4WE4l3iafmGqcExTXlNZj6iXMi+ilEVyeXPzLKVitEnBH/6hjKoOL/lA4bL 1Gd+/f+V8yI9oGuKJOv6+A== 0001193805-09-002457.txt : 20091204 0001193805-09-002457.hdr.sgml : 20091204 20091204180614 ACCESSION NUMBER: 0001193805-09-002457 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20091201 FILED AS OF DATE: 20091204 DATE AS OF CHANGE: 20091204 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rand Logistics, Inc. CENTRAL INDEX KEY: 0001294250 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 201195343 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 461 FIFTH AVENUE STREET 2: 25TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-644-3450 MAIL ADDRESS: STREET 1: 461 FIFTH AVENUE STREET 2: 25TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: Rand Acquisition CORP DATE OF NAME CHANGE: 20040618 FORMER COMPANY: FORMER CONFORMED NAME: Grand Slam Acquisition CORP DATE OF NAME CHANGE: 20040617 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RCG BALDWIN LP CENTRAL INDEX KEY: 0001275890 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33345 FILM NUMBER: 091224538 BUSINESS ADDRESS: STREET 1: 599 LEXINGTON AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122014823 MAIL ADDRESS: STREET 1: C/O RAMIUS LLC STREET 2: 599 LEXINGTON AVENUE 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAMIUS ADVISORS LLC CENTRAL INDEX KEY: 0001275893 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33345 FILM NUMBER: 091224537 BUSINESS ADDRESS: STREET 1: 599 LEXINGTON AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122014823 MAIL ADDRESS: STREET 1: 599 LEXINGTON AVENUE 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAMIUS ENTERPRISE MASTER FUND LTD CENTRAL INDEX KEY: 0001418492 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33345 FILM NUMBER: 091224534 BUSINESS ADDRESS: STREET 1: 599 LEXINGTON AVENUE 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122014823 MAIL ADDRESS: STREET 1: 599 LEXINGTON AVENUE 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: RCG Enterprise Ltd DATE OF NAME CHANGE: 20071114 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAMIUS SELECT EQUITY FUND LP CENTRAL INDEX KEY: 0001427568 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33345 FILM NUMBER: 091224535 BUSINESS ADDRESS: STREET 1: 599 LEXINGTON AVENUE 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122014823 MAIL ADDRESS: STREET 1: 599 LEXINGTON AVENUE 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: RCG Crimson Partners, LP DATE OF NAME CHANGE: 20080220 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ramius LLC CENTRAL INDEX KEY: 0001475770 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33345 FILM NUMBER: 091224539 BUSINESS ADDRESS: STREET 1: 599 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212 845 7900 MAIL ADDRESS: STREET 1: 599 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: Park Exchange LLC DATE OF NAME CHANGE: 20091030 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ramius Private Select Ltd CENTRAL INDEX KEY: 0001478071 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33345 FILM NUMBER: 091224536 BUSINESS ADDRESS: STREET 1: C/O CITCO FUND SERVICES (CAYMAN ISLANDS) STREET 2: REGATTA OFFICE PARK, WINDWARD 1, 2 FLOOR CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1205 BUSINESS PHONE: 212-845-7900 MAIL ADDRESS: STREET 1: C/O CITCO FUND SERVICES (CAYMAN ISLANDS) STREET 2: REGATTA OFFICE PARK, WINDWARD 1, 2 FLOOR CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1205 4 1 e606166_ex.xml X0303 4 2009-12-01 0 0001294250 Rand Logistics, Inc. RLOG 0001475770 Ramius LLC 599 LEXINGTON AVE. 20TH FLOOR NEW YORK NY 10022 0 0 1 0 0001275890 RCG BALDWIN LP C/O RAMIUS LLC 599 LEXINGTON AVE., 20TH FLOOR NEW YORK NY 10022 0 0 1 0 0001275893 RAMIUS ADVISORS LLC C/O RAMIUS LLC 599 LEXINGTON AVE., 20TH FLOOR NEW YORK NY 10022 0 0 1 0 0001478071 Ramius Private Select Ltd C/O CITCO FUND SERVICES REGATTA OFFICE PARK WINDWARD 1 2ND FL PO BX 31106, GRAND CAYMAN 0 0 1 0 0001427568 RAMIUS SELECT EQUITY FUND LP C/O RAMIUS LLC 599 LEXINGTON AVE., 20TH FLOOR NEW YORK NY 10022 0 0 1 0 0001418492 RAMIUS ENTERPRISE MASTER FUND LTD C/O CITCO FUND SERVICES REGATTA OFC PARK, WINDWARD 1 2ND FL PO BX 31106, GRAND CAYMAN 0 0 1 0 Common Stock, $.0001 par value 50000 I By Ramius Private Select Ltd Common Stock, $.0001 par value 0 I By RCG PB, Ltd Common Stock, $.0001 par value 971221 I By Ramius Enterprise Master Fund Ltd Common Stock, $.0001 par value 40000 I By Ramius Select Equity Fund LP Common Stock, $.0001 par value 766056 I By RCG Baldwin, L.P. Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Common Stock. To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the first of two identical reports relating to the same transaction being filed with the Securities and Exchange Commission. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose. RCG PB, Ltd transferred all of the shares of Common Stock held by it to Ramius Private Select Ltd (Private Select) in a transaction exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 or otherwise. Shares of Common Stock beneficially owned by Private Select. As the investment advisor of Private Select, Ramius Advisors, LLC (Ramius Advisors) may be deemed to beneficially own the shares of Common Stock beneficially owned by Private Select. Ramius LLC (Ramius), as the sole member of Ramius Advisors, may be deemed to beneficially own the shares of Common Stock beneficially owned by Private Select. Shares of Common Stock beneficially owned by Ramius Enterprise Master Fund Ltd (Enterprise Master Fund). As the investment advisor of Enterprise Master Fund, Ramius Advisors, may be deemed to beneficially own the shares of Common Stock beneficially owned by Enterprise Master Fund. As the sole member of Ramius Advisors, Ramius may be deemed to beneficially own the shares of Common Stock beneficially owned by Enterprise Master Fund. Shares of Common Stock beneficially owned by Ramius Select Equity Fund LP (Select Equity Fund). As the general partner of Select Equity Fund, Ramius Advisors may be deemed to beneficially own the shares of Common Stock beneficially owned by Select Equity Fund. As the sole member of Ramius Advisors, Ramius may be deemed to beneficially own the shares of Common Stock beneficially owned by Select Equity Fund. Shares of Common Stock beneficially owned by RCG Baldwin, L.P. (Baldwin). As the general partner of Baldwin, Ramius Advisors, may be deemed to beneficially own the shares of Common Stock beneficially owned by Baldwin. As the sole member of Ramius Advisors, Ramius may be deemed to beneficially own the shares of Common Stock beneficially owned by Baldwin. By: Ramius LLC; By: /s/ Owen S. Littman, Authorized Signatory 2009-12-04 By: RCG Baldwin, L.P.; By: /s/ Owen S. Littman, Authorized Signatory 2009-12-04 By: Ramius Advisors, LLC; By: /s/ Owen S. Littman, Authorized Signatory 2009-12-04 By: Ramius Private Select Ltd; By: /s/ Owen S. Littman, Authorized Signatory 2009-12-04 By: Ramius Select Equity Fund LP; By: /s/ Owen S. Littman, Authorized Signatory 2009-12-04 By: Ramius Enterprise Master Fund Ltd; By: /s/ Owen S. Littman, Authorized Signatory 2009-12-04 -----END PRIVACY-ENHANCED MESSAGE-----