rrd258449_291548.html

-----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, T4w2mcfgCtLDBS3fCrhxFFscfw8QFjUVr5wiBdgar9xgs5mjk+8/7HoDRvNhONtY bGwSPu3O9efeV0zVyKzsfQ== 0001181431-10-050265.txt : 20101007 0001181431-10-050265.hdr.sgml : 20101007 20101007215350 ACCESSION NUMBER: 0001181431-10-050265 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20101007 FILED AS OF DATE: 20101007 DATE AS OF CHANGE: 20101007 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vranos Michael W CENTRAL INDEX KEY: 0001474808 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34569 FILM NUMBER: 101114946 MAIL ADDRESS: STREET 1: 52 FOREST AVENUE CITY: OLD GREENWICH STATE: CT ZIP: 06870 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Ellington Financial LLC CENTRAL INDEX KEY: 0001411342 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 53 Forest Ave CITY: Greenwich STATE: ct ZIP: 06870 BUSINESS PHONE: 203-698-1200 MAIL ADDRESS: STREET 1: 53 Forest Ave CITY: Greenwich STATE: ct ZIP: 06870 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VC INVESTMENTS LLC CENTRAL INDEX KEY: 0001098488 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34569 FILM NUMBER: 101114945 BUSINESS ADDRESS: STREET 1: 53 FOREST AVENUE STREET 2: 2ND FLOOR CITY: OLD GREENWICH STATE: CT ZIP: 06870 BUSINESS PHONE: 2036981136 MAIL ADDRESS: STREET 1: 53 FOREST AVENUE STREET 2: 2ND FLOOR CITY: OLD GREENWICH STATE: CT ZIP: 06870 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EMG Holdings, L.P. CENTRAL INDEX KEY: 0001478394 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34569 FILM NUMBER: 101114944 BUSINESS ADDRESS: STREET 1: 53 FOREST AVENUE CITY: OLD GREENWICH STATE: CT ZIP: 06870 BUSINESS PHONE: (203) 698-1200 MAIL ADDRESS: STREET 1: 53 FOREST AVENUE CITY: OLD GREENWICH STATE: CT ZIP: 06870 3 1 rrd288273.xml FORM 3 X0203 3 2010-10-07 0 0001411342 Ellington Financial LLC EFC 0001474808 Vranos Michael W 53 FOREST AVENUE OLD GREENWICH CT 06870 1 1 1 0 Co-Chief Investment Officer 0001098488 VC INVESTMENTS LLC 53 FOREST AVENUE OLD GREENWICH CT 06870 0 0 1 0 0001478394 EMG Holdings, L.P. 53 FOREST AVENUE OLD GREENWICH CT 06870 0 0 1 0 Common shares representing limited liability cmpny interests 2587920 I See note LTIP units Common shares 375000 I See note 1,294,004 common shares are held by EMG Holdings, L.P. ("EMG Holdings"), 43,916 common shares are held by Ellington Financial Management LLC ("Ellington Financial Management") and 1,250,000 shares are held by three affiliated hedge funds for which Ellington Capital Management, LLC ("Ellington Capital Management") is the general partner. VC Investments L.L.C. ("VC Investments") is the general partner of EMG Holdings and the managing member of Ellington Financial Management and Ellington Capital Management. Michael W. Vranos ("Mr. Vranos") is the managing member of, and holds a controlling interest in, VC Investments. Each of VC Investments, EMG Holdings and Mr. Vranos disclaims beneficial ownership of these shares except to the extent of it or his pecuniary interest therein. Represents a separate non-voting class of limited liability company interests ("LTIP Units") of the Issuer, which are structured as profits interests. The 375,000 LTIP Units are held by EMG Holdings and have vested. The LTIP Units may be converted, at the election of the holder, into common shares representing limited liability company interests of the Issuer on a one-for-one basis. The LTIP Units were issued pursuant to, and are subject to the terms and conditions of, the Issuer's 2007 Incentive Plan for Entities. Each of VC Investments, EMG Holdings and Mr. Vranos disclaims beneficial ownership of these LTIP Units except to the extent of it or his pecuniary interest therein. This statement is filed as a joint report pursuant to Rule 16a-3(j) promulgated under the Securities Exchange Act of 1934 by the undersigned Reporting Persons. Exhibit 24.1 - Power of Attorney Exhibit 24.2 - Power of Attorney Exhibit 24.3 - Power of Attorney /s/ Ashton J. Harris for Michael W. Vranos 2010-10-07 /s/ Ashton J. Harris for VC Investments L.L.C. 2010-10-07 /s/ Ashton J. Harris for EMG Holdings, L.P. 2010-10-07 EX-24.1 2 rrd258449_291548.htm POWER OF ATTORNEY rrd258449_291548.html

                                POWER OF ATTORNEY

        The undersigned (the "Reporting Person") hereby constitutes and appoints
Laurence Penn, Daniel Margolis, Lisa Mumford, Mark Tecotzky, Neha Mathur, Daniel
M. LeBey, Christopher C. Green and Ashton J. Harris, and each of them, as the
Reporting Person's true and lawful attorney-in-fact to:

        (1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a
Form ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to make
electronic filings with the SEC of reports required by Section 16(a) of the
Securities Exchange Act of 1934 or any rule or regulation of the SEC;

        (2) execute for and on behalf of the Reporting Person, in the Reporting
Person's capacity as an officer and/or director of Ellington Financial LLC (the
"Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities
Exchange Act of 1934 and the rules thereunder;

        (3) do and perform any and all acts for and on behalf of the Reporting
Person which may be necessary or desirable to complete and execute any such Form
3, 4 or 5, complete and execute any amendment or amendments thereto, and timely
file such form with the SEC and any stock exchange or similar authority; and

        (4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the Reporting Person, it being
understood that the documents executed by such attorney-in-fact on behalf of the
Reporting Person pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact may approve in
such attorney-in-fact's discretion.

        The Reporting Person grants to such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the Reporting Person
might or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact shall
lawfully do or cause to be done by virtue of this Power of Attorney and the
rights and powers herein granted. The Reporting Person acknowledges that the
foregoing attorney-in-fact, in serving in such capacity at the request of the
Reporting Person, is not assuming, nor is the Company assuming, any of the
Reporting Person's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.

        This Power of Attorney shall remain in effect until the Reporting Person
is no longer required to file Forms 3, 4 and 5 with respect to the Reporting
Person's holdings of, and transactions in securities issued by, the Company,
unless earlier revoked by the Reporting Person in a signed writing delivered to
the attorney-in-fact.

        IN WITNESS WHEREOF, the Reporting Person has caused this Power of
Attorney to be executed on September 24, 2010.

                             Sign here:  /s/ Michael W. Vranos
                                         ---------------------------------------

                             Print Name: Michael W. Vranos
                                         ---------------------------------------

EX-24.2 3 rrd258449_291549.htm POWER OF ATTORNEY rrd258449_291549.html

                                POWER OF ATTORNEY

        The undersigned hereby constitutes and appoints Charles Cotter, Eric
Bothwell, Paul Saltzman, Daniel M. LeBey, Christopher C. Green and Ashton J.
Harris, and each of them, as the undersigned's true and lawful attorney-in-fact
to:

        (1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a
Form ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to make
electronic filings with the SEC of reports required by Section 16(a) of the
Securities Exchange Act of 1934 or any rule or regulation of the SEC;

        (2) execute for and on behalf of the undersigned, in the undersigned's
capacity as a beneficial owner of 10% or more of Ellington Financial LLC (the
"Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities
Exchange Act of 1934 and the rules thereunder;

        (3) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such Form 3, 4
or 5, complete and execute any amendment or amendments thereto, and timely file
such form with the SEC and any stock exchange or similar authority; and

        (4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

        The undersigned grants to such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact shall lawfully do or
cause to be done by virtue of this Power of Attorney and the rights and powers
herein granted. The undersigned acknowledges that the foregoing
attorney-in-fact, in serving in such capacity at the request of the undersigned,
is not assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.

        This Power of Attorney shall remain in effect until the undersigned is
no longer required to file Forms 3, 4 and 5 with respect to the undersigned's
holdings of, and transactions in securities issued by, the Company, unless
earlier revoked by the undersigned in a signed writing delivered to the
attorney-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 9th day of December, 2009.

                                 By:    /s/ Michael W. Vranos
                                        ----------------------------------------
                                 Name:  Michael W. Vranos
                                 Title: Managing Member of VC Investments L.L.C.

EX-24.3 4 rrd258449_291550.htm POWER OF ATTORNEY rrd258449_291550.html

                                POWER OF ATTORNEY

        The undersigned hereby constitutes and appoints Charles Cotter, Eric
Bothwell, Paul Saltzmen, Daniel M. LeBey, Christopher C. Green and Ashton J.
Harris, and each of them, as the undersigned's true and lawful attorney-in-fact
to:

        (1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a
Form ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to make
electronic filings with the SEC of reports required by Section 16(a) of the
Securities Exchange Act of 1934 or any rule or regulation of the SEC;

        (2) execute for and on behalf of the undersigned, in the undersigned's
capacity as a beneficial owner of 10% or more of Ellington Financial LLC (the
"Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities
Exchange Act of 1934 and the rules thereunder;

        (3) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such Form 3, 4
or 5, complete and execute any amendment or amendments thereto, and timely file
such form with the SEC and any stock exchange or similar authority; and

        (4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned's pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

        The undersigned grants to such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact shall lawfully do or
cause to be done by virtue of this Power of Attorney and the rights and powers
herein granted. The undersigned acknowledges that the foregoing
attorney-in-fact, in serving in such capacity at the request of the undersigned,
is not assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.

        This Power of Attorney shall remain in effect until the undersigned is
no longer required to file Forms 3, 4 and 5 with respect to the undersigned's
holdings of, and transactions in securities issued by, the Company, unless
earlier revoked by the undersigned in a signed writing delivered to the
attorney-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 9th day of December, 2009.

                                 EMG HOLDINGS, L.P.
                                 By: VC Investments L.L.C., its general partner

                                 By:    /s/ Michael W. Vranos
                                        ----------------------------------------
                                 Name:  Michael W. Vranos
                                 Title: Managing Member

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