-----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, HwenegBZnyC5L2YWS/OlyB6TP6FhtXEEYxBkUrn3nh7179rhtB1+EJSEmlB9Qed/ xIUr6xm0uOSM1EWA0rpp5w== 0001182489-04-000153.txt : 20040210 0001182489-04-000153.hdr.sgml : 20040210 20040210133747 ACCESSION NUMBER: 0001182489-04-000153 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040206 FILED AS OF DATE: 20040210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOWNES JOSEPH F CENTRAL INDEX KEY: 0000883957 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 04581065 BUSINESS ADDRESS: STREET 1: ONE MARITIME PLAZA SUITE 1250 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ELLWEIN CHARLES E CENTRAL INDEX KEY: 0001275295 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 04581063 BUSINESS ADDRESS: STREET 1: FARALLON CAPITAL MANAGEMENT STREET 2: ONE MARITIME PLAZA CITY: SAN FRANCISCO STATE: CA ZIP: 94111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CAPITALSOURCE INC CENTRAL INDEX KEY: 0001241199 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE LESSORS [6172] IRS NUMBER: 352206895 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 MAIL ADDRESS: STREET 1: 4445 WILLARD AVE STREET 2: 12TH FL CITY: CHEVY CHASE STATE: MD ZIP: 20815 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DUHAMEL WILLIAM F CENTRAL INDEX KEY: 0001245638 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 04581064 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT STREET 2: ONE MARTIME PLAZA STE 1325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FRIED RICHARD B CENTRAL INDEX KEY: 0001245637 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 04581062 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT STREET 2: ONE MARTIME PLAZA STE 1325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DING CHUN R CENTRAL INDEX KEY: 0001250077 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 04581071 BUSINESS ADDRESS: STREET 1: FARALLON CAPITAL MANAGEMENT STREET 2: ONE MARITIME PLAZA STE 1325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4154212132 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FARALLON CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0000909661 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 04581070 BUSINESS ADDRESS: STREET 1: ONE MARITIME PLAZA STE 11325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4154212132 MAIL ADDRESS: STREET 1: ONE MARITIME PLAZA CITY: SAN FRANCISCO STATE: CA ZIP: 94111 FORMER NAME: FORMER CONFORMED NAME: FARALLON CAPITAL MANAGEMENT INC ET AL DATE OF NAME CHANGE: 19970210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FREMDER ANDREW B CENTRAL INDEX KEY: 0001257511 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 04581066 BUSINESS ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT STREET 2: ONE MARITIME PLAZA SUITE 1325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415 421 2132 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT STREET 2: ONE MARITIME PLAZA SUITE 1325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FARALLON CS INSTITUTIONAL FINANCE II LP CENTRAL INDEX KEY: 0001258025 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 04581069 BUSINESS ADDRESS: STREET 1: FARALLON CAPITAL MANAGEMENT STREET 2: ONE MARITIME PLAZA STE 1325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4154212132 MAIL ADDRESS: STREET 1: FARALLON CAPITAL MANAGEMENT STREET 2: ONE MARITIME PLAZA STE 1325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FARALLON CS INSTITUTIONAL FINANCE LLC CENTRAL INDEX KEY: 0001258026 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 04581068 BUSINESS ADDRESS: STREET 1: FARALLON CAPITAL MANAGEMENT STREET 2: ONE MARITIME PLAZA STE 1325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4154212132 MAIL ADDRESS: STREET 1: FARALLON CAPITAL MANAGEMENT STREET 2: ONE MARITIME PLAZA STE 1325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COHEN DAVID I CENTRAL INDEX KEY: 0000898361 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 04581067 BUSINESS ADDRESS: STREET 1: ONE MARITIME PLAZA, SUITE 1325 STREET 2: C/O FARALLON CAPITAL MANAGEMENT, LLC CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: (415) 421-2132 MAIL ADDRESS: STREET 1: ONE MARITIME PLAZA, SUITE 1325 STREET 2: C/O FARALLON CAPITAL MANAGEMENT, LLC CITY: SAN FRANCISCO STATE: CA ZIP: 94111 4 1 edgar.xml FORM 4 - X0201 4 2004-02-06 0 0001241199 CAPITALSOURCE INC CSE 0000909661 FARALLON CAPITAL MANAGEMENT LLC ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001258025 FARALLON CS INSTITUTIONAL FINANCE II LP C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001258026 FARALLON CS INSTITUTIONAL FINANCE LLC C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0000898361 COHEN DAVID I C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001250077 DING CHUN R C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0000883957 DOWNES JOSEPH F C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245638 DUHAMEL WILLIAM F C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANSICO CA 94111 0 0 1 1 Member of Group Owning 10% 0001275295 ELLWEIN CHARLES E C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245637 FRIED RICHARD B C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANSICO CA 94111 0 0 1 1 Member of Group Owning 10% 0001257511 FREMDER ANDREW B ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 1 0 1 1 Member of Group Owning 10% Common Stock, par value $.01 per share 2004-02-06 4 S 0 2208900 21.50 D 7450915 D Common Stock, par value $.01 per share 2004-02-06 4 S 0 238600 21.50 D 804899 D Common Stock, par value $.01 per share 8255814 I See footnotes Common Stock, par value $.01 per share 2004-02-06 4 S 0 4370100 21.50 D 14740832 D Common Stock, par value $.01 per share 14740832 I See footnotes Common Stock, par value $.01 per share 14740832 I See footnotes Common Stock, par value $.01 per share 22996646 I See footnotes The aggregate amount of securities sold, as reported in this Form 4, is 6,817,600, of which 2,208,900 shares were sold by Farallon Capital Partners, L.P. ("FCP"); 238,600 shares were sold by RR Capital Partners, L.P. ("RR"); and 4,370,100 shares were sold by Farallon CS Institutional Finance II, L.P. ("Farallon CS LP"). The footnotes of this Form 4 set forth the entities that directly sold such securities, as well as the entities and individuals that may be deemed to be beneficial owners of such securities, and explain the relationships between such entities and individuals. The entities and individuals identified in the footnotes of this Form 4 may be deemed members of a group holding equity securities of the Issuer. The filing of this Form 4 and any statements included herein shall not be deemed to be an admission that such entities and individuals are members of such group. Since the number of reporting persons that may be listed on a Form 4 is limited, the entities listed in footnotes (3) through (5) of this Form 4 and Monica R. Landry, William F. Mellin, Stephen L. Millham, Rajiv A. Patel, Derek C. Schrier, Thomas F. Steyer and Mark C. Wehrly, each as listed in footnote (9) of this Form 4, are filing a separate Form 4 on the same date as the filing of this Form 4 as reporting persons with respect to the securities described in this Form 4. Information regarding these entities and these individual filers is included on this Form 4 for purposes of clarification and convenience only, and is duplicative of the information reported in such other Form 4. The amount of securities shown in column 4 was sold directly by, and in column 5 is owned directly by, FCP (FCP, together with RR and Farallon CS LP, the "Partnerships"). The amount of securities shown in column 4 was sold directly by, and in column 5 is owned directly by, RR. The amount of securities shown in column 5 is owned directly by FCP and RR. As the general partner to each of FCP and RR, Farallon Partners, L.L.C. ("FPLLC") may be deemed to be the beneficial owner of the Issuer's securities held by each of FCP and RR. FPLLC disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise, except as to securities representing FPLLC's pro rata interest in, and interest in the profits of, FCP and RR. The amount of securities shown in column 4 was sold directly by, and in column 5 is owned directly by, Farallon CS LP. The amount of securities shown in column 5 is owned directly by Farallon CS LP. As the general partner to Farallon CS LP, Farallon CS Institutional Finance, L.L.C.("Farallon CS LLC") may be deemed to be the beneficial owner of the Issuer's securities held by Farallon CS LP. Farallon CS LLC disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise, except as to securities representing Farallon CS LLC's pro rata interest in, and interest in the profits of, Farallon CS LP. The amount of securities shown in column 5 is owned directly by Farallon CS LP. As the manager to Farallon CS LLC (the general partner to Farallon CS LP), Farallon Capital Management, L.L.C. ("FCMLLC") may be deemed to be the beneficial owner of the Issuer's securities beneficially owned by Farallon CS LLC. FCMLLC disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise. The amount of securities shown in column 5 is owned directly by the Partnerships. As a managing member of each of FPLLC and FCMLLC, each of David I. Cohen, Chun R. Ding, Joseph F. Downes, William F. Duhamel, Charles E. Ellwein, Richard B. Fried, Monica R. Landry, William F. Mellin, Stephen L. Millham, Rajiv A. Patel, Derek C. Schrier and Mark C. Wehrly (collectively, the "Managing Members"), and Thomas F. Steyer, (the "Senior Managing Member"), as either a managing member or a senior managing member of FPLLC and FCMLLC, may be deemed to be a beneficial owner of the Issuer's securities held by the Partnerships as referenced in footnotes (3), (4) and (6) of this Form 4. Pursuant to Limited Powers of Attorney, dated as of February 1, 2003, Andrew B. Fremder ("Fremder") was granted limited powers of attorney to act for each of FCMLLC and FPLLC with regard to the Issuer's securities directly held by the Partnerships. Such powers of attorney may only be exercised by Fremder jointly with any of the Managing Members or the Senior Managing Member. As a result of such restriction, Fremder does not by himself have the power to vote, or direct the voting of, the Issuer's securities directly held by the Partnerships. Rather, Fremder shares such power with the Managing Members and the Senior Managing Member. Pursuant to such powers of attorney, Fremder may be deemed to be a beneficial owner of the Issuer's securities held by the Partnerships as referenced in footnotes (3), (4) and (6) of this Form 4. The Managing Members, the Senior Managing Member and Fremder disclaim any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16(a)-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise. The price shown in column 4 is the public offering price in the underwritten offering of shares by certain stockholders of the issuer, which closed on February 6, 2004. Each of the Partnerships received a net price (minus the underwriters' discount) of $20.7475 per share. /s/ Monica R. Landry, as the attorney in fact and/or authorized signer for each of the reporting persons listed in footnotes (6) through (8) 2004-02-10 . 2004-02-10 /s/ Monica R. Landry, as the attorney in fact and/or authorized signer for each of David I. Cohen, Chun R. Ding, Joseph F. Downes, William F. Duhamel, Charles E. Ellwein, Richard B. Fried and Andrew B. Fremder 2004-02-10 . 2004-02-10 . 2004-02-10 . 2004-02-10 . 2004-02-10 . 2004-02-10 . 2004-02-10 . 2004-02-10 -----END PRIVACY-ENHANCED MESSAGE-----