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 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/01/2010 |
3. Issuer Name and Ticker or Trading Symbol
IMPERIAL SUGAR CO /NEW/ [ IPSU ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) 03/10/2010 |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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) |
Common Stock | 1,186,015 | I | See Footnotes(1)(2)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 | ||||
CALL - IPSU 100 @ 20 EXP 4/17/2010 | 03/01/2010 | 04/17/2010 | Common Shares | 24,000 | $20 | I | See Footnotes(1)(2)(3) |
CALL - IPSU 100 @ 22.50 EXP 4/17/2010 | 03/01/2010 | 04/17/2010 | Common Shares | 4,400 | $22.5 | I | See Footnotes(1)(2)(3) |
CALL - IPSU 100 @ 25 EXP 4/17/2010 | 03/01/2010 | 04/17/2010 | Common Shares | 15,100 | $25 | I | See Footnotes(1)(2)(3) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. The securities beneficially owned following the reported transactions are held for the accounts of Passport Agriculture Master Fund SPC Ltd for and on behalf of portfolio A (525,600 shares), Passport Special Opportunities Master Fund, LP (484,915 shares), both British Virgin Islands segregated portfolio companies and Blackwell LLC, a Georgia limited liability company ("Fund I", "Fund II" and "Fund III" respectively, and together the "Funds"). |
2. Passport Management, LLC, a Delaware limited liability company ("Passport Management") is the investment manager to the Fund I and Fund II. Passport Plus, LLC, a Delaware limited liability company is the general partner to Fund II. Passport Capital, LLC, a Delaware limited liability company ("Passport Capital") is the managing member of Passport Management, investment manager to Blackwell LLC and managing member to Fund I. John Burbank, a natural person ("Burbank"), is the sole managing member of Passport Capital. As a result, each of Passport Management, Passport Plus, Passport Capital, Blackwell LLC and Burbank may be considered to indirectly beneficially own the securities directly beneficially owned by the Fund. |
3. Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Securities Exchange Act of 1934, as amended (the "Act"), Mr. Burbank is deemed to be a beneficial owner of the shares beneficially owned by the Fund only to the extent of the greater of his respective direct or indirect interest in the profits or capital account of such Fund. Pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that Mr. Burbank is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities owned by the Funds in excess of such amount. |
Remarks: |
This amendment is being filed to include four additional indirect beneficial owners. No other changes have been made. |
/s/ Passport Agriculture Master Fund SPC Ltd for and on behalf of Portfolio A by John H. Burbank III as director | 03/11/2010 | |
/s/ Passport Special Opportunities Master Fund LP by Passport Plus LLC as managing member by Passport Capital LLC as managing member by John H. Burbank III as managing member | 03/11/2010 | |
/s/ Blackwell Partners LLC by Passport Capital LLC by John H. Burbank III as managing member | 03/11/2010 | |
/s/ Passport Plus LLC by Passport Capital LLC as managing member by John H. Burbank III as managing member | 03/11/2010 | |
/s/ Passport Management LLC by Passport Capital LLC as managing member by John H. Burbank III as managing member | 03/11/2010 | |
/s/ Passport Capital LLC by John H. Burbank III as managing member | 03/11/2010 | |
/s/ John H. Burbank III | 03/11/2010 | |
** 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. |