SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Rhone Capital L.L.C.

(Last) (First) (Middle)
630 FIFTH AVE, 27TH FLOOR

(Street)
NEW YORK NY 10111

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/31/2009
3. Issuer Name and Ticker or Trading Symbol
QUIKSILVER INC [ ZQK ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (rights to buy) 07/31/2009 07/31/2016 Common Stock, par value $0.01 per share 25,653,831(1) $1.86(1) I(2)(3)(4) See Footnote(2)(3)(4)
1. Name and Address of Reporting Person*
Rhone Capital L.L.C.

(Last) (First) (Middle)
630 FIFTH AVE, 27TH FLOOR

(Street)
NEW YORK NY 10111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Rhone Holdings III L.L.C.

(Last) (First) (Middle)
630 FIFTH AVE, 27TH FLOOR

(Street)
NEW YORK NY 10111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Rhone Capital III L.P.

(Last) (First) (Middle)
630 FIFTH AVE, 27TH FLOOR

(Street)
NEW YORK NY 10111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Triton GP SPV LLC

(Last) (First) (Middle)
630 FIFTH AVE, 27TH FLOOR

(Street)
NEW YORK NY 10111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Romolo Holdings C.V.

(Last) (First) (Middle)
630 FIFTH AVE, 27TH FLOOR

(Street)
NEW YORK NY 10111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Triton SPV L.P.

(Last) (First) (Middle)
630 FIFTH AVE, 27TH FLOOR

(Street)
NEW YORK NY 10111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Triton Onshore SPV L.P.

(Last) (First) (Middle)
630 FIFTH AVE, 27TH FLOOR

(Street)
NEW YORK NY 10111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Triton Offshore SPV L.P.

(Last) (First) (Middle)
630 FIFTH AVE, 27TH FLOOR

(Street)
NEW YORK NY 10111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Triton Coinvestment SPV L.P.

(Last) (First) (Middle)
630 FIFTH AVE, 27TH FLOOR

(Street)
NEW YORK NY 10111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Rea Silvia GP C.V.

(Last) (First) (Middle)
630 FIFTH AVE, 27TH FLOOR

(Street)
NEW YORK NY 10111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Each warrant entitles the holder to purchase one share of common stock of the Issuer ("Common Stock") at an exercise price of $1.86 per share, subject to certain adjustments provided in the Warrant and Registration Rights Agreement by and among Quiksilver, Inc., Romolo Holdings C.V., Triton SPV L.P., Triton Onshore SPV L.P., Triton Offshore SPV L.P., Triton Coinvestment SPV L.P. and Rh?ne Capital III L.P., dated July 31, 2009. To the extent any adjustment to the Warrants would result in an issuance of Common Stock in excess of 19.99% of the outstanding Common Stock at the time of the issuance of the Warrants, the holders would instead be issued upon exercise of the Warrants shares of non-voting Series A Preferred Stock of the Issuer.
2. Romolo Holdings C.V. holds directly 1,601,774 Warrants; Triton SPV L.P. holds directly 3,203,881 Warrants; Triton Onshore SPV L.P. holds directly 10,343,522 Warrants; Triton Offshore SPV L.P. holds directly 8,620,765 Warrants; and Triton Coinvestment SPV L.P. holds directly 1,883,889 Warrants. Rea Silvia GP C.V., as the general partner of Romolo Holdings C.V., may be deemed to be the beneficial owner of the Warrants exercisable for shares of Common Stock held by Romolo Holdings C.V. Triton GP SPV LLC, as the general partner of each of Triton SPV L.P., Triton Onshore SPV L.P., Triton Offshore SPV L.P. and Triton Coinvestment SPV L.P., may be deemed to be the beneficial owner of the Warrants exercisable for shares of Common Stock held by Triton SPV L.P., Triton Onshore SPV L.P., Triton Offshore SPV L.P. and Triton Coinvestment SPV L.P. (Continued to footnote 3)
3. Rh?ne Capital III L.P., as the sole member of Triton GP SPV LLC, may be deemed to be the beneficial owner of the Warrants exercisable for shares of Common Stock that are deemed to be beneficially owned by Triton GP SPV LLC. Rh?ne Holdings III L.L.C., as the general partner of Rh?ne Capital III L.P., may be deemed to be the beneficial owner of the Warrants exercisable for shares of Common Stock that are deemed to be beneficially owned by Rh?ne Capital III L.P. Rh?ne Capital L.L.C., as the sole member of Rh?ne Holdings III L.L.C., may be deemed to be the beneficial owner of the Warrants exercisable for shares of Common Stock that are deemed to be beneficially owned by Rh?ne Holdings III L.L.C. (Continued to footnote 4)
4. This Statement is being filed by Rh?ne Capital L.L.C., Rh?ne Holdings III L.L.C., Rh?ne Capital III L.P., Triton GP SPV LLC, Romolo Holdings C.V., Triton SPV L.P., Triton Onshore SPV L.P., Triton Offshore SPV L.P., Triton Coinvestment SPV L.P. and Rea Silvia GP C.V. (collectively, the "Reporting Persons"). The principal business address of each Reporting Person is 630 Fifth Ave, 27th Floor, New York, New York 10111. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
Remarks:
This Form 3 and the Form 3 filed on the date hereof by Numitor Governance S.a r.l. and Rh?ne Group L.L.C. relate to the same transaction. Due to the inability to include more than ten joint filers in an electronic report, Numitor Governance S.a r.l. and Rh?ne Group L.L.C. have filed a separate report. The complete list of joint filers for this transaction is as follows: Rh?ne Capital L.L.C., Rh?ne Holdings III L.L.C., Rh?ne Capital III L.P., Triton GP SPV LLC, Romolo Holdings C.V., Triton SPV L.P., Triton Onshore SPV L.P., Triton Offshore SPV L.P., Triton Coinvestment SPV L.P., Rea Silvia GP C.V., Numitor Governance S.a r.l. and Rh?ne Group L.L.C. Andrew Woodward Sweet and Michael Steven Langman have been designated by the Reporting Persons, pursuant to contractual rights held by Triton Onshore SPV L.P. and Triton Coinvestment SPV L.P., to serve on the Issuer's board of directors. Therefore, each of the Reporting Persons is a director of the Issuer for purposes of Section 16 of the Securities Exchange Act of 1934.
/s/ M. Allison Steiner, Authorized Signatory for RH?NE CAPITAL L.L.C. 08/04/2009
/s/ M. Allison Steiner, Authorized Signatory for RH?NE HOLDINGS III L.L.C. 08/04/2009
/s/ M. Allison Steiner, Authorized Signatory for RH?NE CAPITAL III L.P. 08/04/2009
/s/ M. Allison Steiner, Authorized Signatory, Rh?ne Capital III L.P., its sole member for TRITON GP SPV LLC 08/04/2009
/s/ M. Allison Steiner, Authorized Signatory, Rea Silvia GP C.V., its general partner for ROMOLO HOLDINGS C.V. 08/04/2009
/s/ M. Allison Steiner, Authorized Signatory, Triton GP SPV LLC, its general partner for TRITON SPV L.P. 08/04/2009
/s/ M. Allison Steiner, Authorized Signatory, Triton GP SPV LLC, its general partner for TRITON ONSHORE SPV L.P. 08/04/2009
/s/ M. Allison Steiner, Authorized Signatory, Triton GP SPV LLC, its general partner for TRITON OFFSHORE SPV L.P. 08/04/2009
/s/ M. Allison Steiner, Authorized Signatory, Triton GP SPV LLC, its general partner for TRITON COINVESTMENT SPV L.P. 08/04/2009
/s/ M. Allison Steiner, Authorized Signatory, Numitor Governance S.a r.l., its managing general partner for REA SILVIA GP C.V. 08/04/2009
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.