<SEC-DOCUMENT>0001172661-12-000216.txt : 20120214
<SEC-HEADER>0001172661-12-000216.hdr.sgml : 20120214
<ACCEPTANCE-DATETIME>20120214134721
ACCESSION NUMBER: 0001172661-12-000216
CONFORMED SUBMISSION TYPE: SC 13G/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20120214
DATE AS OF CHANGE: 20120214
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: Clearwater Paper Corp
CENTRAL INDEX KEY: 0001441236
STANDARD INDUSTRIAL CLASSIFICATION: PAPERBOARD MILLS [2631]
IRS NUMBER: 203594554
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-84531
FILM NUMBER: 12607363
BUSINESS ADDRESS:
STREET 1: 601 WEST RIVERSIDE AVENUE
STREET 2: SUITE 1100
CITY: SPOKANE
STATE: WA
ZIP: 99201
BUSINESS PHONE: 509.344.5900
MAIL ADDRESS:
STREET 1: 601 WEST RIVERSIDE AVENUE
STREET 2: SUITE 1100
CITY: SPOKANE
STATE: WA
ZIP: 99201
FORMER COMPANY:
FORMER CONFORMED NAME: Potlatch Forest Products CORP
DATE OF NAME CHANGE: 20080728
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: VALINOR MANAGEMENT, LLC
CENTRAL INDEX KEY: 0001401388
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: SC 13G/A
BUSINESS ADDRESS:
STREET 1: 510 MADISON AVENUE
STREET 2: 25TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-918-5245
MAIL ADDRESS:
STREET 1: 510 MADISON AVENUE
STREET 2: 25TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13G/A
<SEQUENCE>1
<FILENAME>clw123111a1.txt
<DESCRIPTION>SCHEDULE 13G HOLDINGS REPORT AMENDMENT
<TEXT>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Clearwater Paper Corp.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
18538R103
(CUSIP Number)
December 31, 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:
[ ] 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>
CUSIP No. 18538R103
1. Names of Reporting Persons.
Valinor Management, LLC
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[ ] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware
5. Sole Voting Power: 0
Number of Shares
6. Shared Voting Power: 1,484,873
Beneficially Owned by
7. Sole Dispositive Power: 0
Each Reporting Person With:
8. Shared Dispositive Power: 1,484,873
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,484,873
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.53%
12. Type of Reporting Person
OO
<Page>
CUSIP No. 45031U101
1. Names of Reporting Persons.
David Gallo
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[ ] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
United States of America
5. Sole Voting Power: 0
Number of Shares
6. Shared Voting Power: 1,484,873
Beneficially Owned by
7. Sole Dispositive Power: 0
Each Reporting Person With:
8. Shared Dispositive Power: 1,484,873
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,484,873
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.53%
12. Type of Reporting Person
IN
<Page>
Item 1. (a) Name of Issuer: Clearwater Paper Corp.
(b) Address of Issuer's Principal Executive Offices:
601 West Riverside, Suite 1100
Spokane, Washington 99201
Item 2. (a) Name of Person Filing:
Valinor Management, LLC
David Gallo
(b) Address of Principal Business Office, or, if None, Residence:
510 Madison Avenue, 25th Floor
New York, NY 10022
(c) Citizenship:
Valinor Management, LLC: Delaware
David Gallo: United States of America
(d) Title of Class of Securities:
Common Stock
(e) CUSIP No.: 18538R103
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.
(b) [ ] Bank as defined in Section 3(a)(6) of the Act.
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Act.
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act of 1940.
(e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with
Rule 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;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
<Page>
Item 4. Ownership
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:
Valinor Management, LLC: 1,484,873
David Gallo: 1,484,873
(b) Percent of class:
Valinor Management, LLC: 6.53%
David Gallo: 6.53%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
Valinor Management, LLC: 0
David Gallo: 0
(ii) Shared power to vote or to direct the vote
Valinor Management, LLC: 1,484,873
David Gallo: 1,484,873
(iii) Sole power to dispose or to direct the disposition of
Valinor Management, LLC: 0
David Gallo: 0
(iv) Shared power to dispose or to direct the disposition of
Valinor Management, LLC: 1,484,873
David Gallo: 1,484,873
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable
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
Not Applicable
Item 8. Identification and Classification of Members of the Group
Not Applicable
Item 9. Notice of Dissolution of Group
Not Applicable
<Page>
Item 10. Certifications
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>
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.
Dated: February 14, 2012
Valinor Management, LLC*
By: /s/ David Angstreich
--------------------------
Name: David Angstreich
Title: Chief Financial Officer
/s/ David Gallo*
--------------------------
Name: David Gallo
* The Reporting Persons disclaim beneficial ownership except to the extent of
their pecuniary interests therein.
<Page>
EXHIBIT A
AGREEMENT
The undersigned agree that this Schedule 13G/A dated February 14, 2012 relating
to the Common Stock of Clearwater Paper Corp. shall be filed on behalf of the
undersigned.
Valinor Management, LLC
By: /s/ David Angstreich
--------------------------
Name: David Angstreich
Title: Chief Financial Officer
/s/ David Gallo
--------------------------
Name: David Gallo
<Page>
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>