-----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, WTxWaOZppQwAi25Dj2FiB7MwswZzfj6Ae0Lg1g6BGBf1exaoE7zoH5QKDGGWefRz LAETsuzs/PBf6KO7hDcTSg== 0001182489-09-000463.txt : 20090528 0001182489-09-000463.hdr.sgml : 20090528 20090528175053 ACCESSION NUMBER: 0001182489-09-000463 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090526 FILED AS OF DATE: 20090528 DATE AS OF CHANGE: 20090528 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CAPITALSOURCE INC CENTRAL INDEX KEY: 0001241199 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS BUSINESS CREDIT INSTITUTION [6159] 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: FREMDER ANDREW B CENTRAL INDEX KEY: 0001257511 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 09858455 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT, L.L.C. STREET 2: ONE MARITIME PLAZA, SUITE 2100 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hirsch Daniel J. CENTRAL INDEX KEY: 0001453077 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 09858453 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT, L.L.C. STREET 2: ONE MARITIME PLAZA, SUITE 2100 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LANDRY MONICA R CENTRAL INDEX KEY: 0001245636 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 09858452 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT, L.L.C. STREET 2: ONE MARITIME PLAZA, SUITE 2100 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: 09858454 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT, L.L.C. STREET 2: ONE MARITIME PLAZA, SUITE 2100 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 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: 09858456 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT, L.L.C. STREET 2: ONE MARITIME PLAZA, SUITE 2100 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MacMahon Douglas M CENTRAL INDEX KEY: 0001384996 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 09858451 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT, L.L.C. STREET 2: 390 PARK AVENUE, 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 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: 09858458 BUSINESS ADDRESS: STREET 1: ONE MARITIME PLAZA STREET 2: SUITE 2100 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: (415)421-2132 MAIL ADDRESS: STREET 1: ONE MARITIME PLAZA STREET 2: SUITE 2100 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: Farallon Capital Offshore Investors II, L.P. CENTRAL INDEX KEY: 0001340990 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31753 FILM NUMBER: 09858457 BUSINESS ADDRESS: STREET 1: HARBOUR CENTRE STREET 2: P.O. BOX 896 CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: 00000 BUSINESS PHONE: (415) 421-2132 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT, L.L.C. STREET 2: ONE MARITIME PLAZA, SUITE 2100 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 4 1 edgar.xml FORM 4 - X0303 4 2009-05-26 1 0001241199 CAPITALSOURCE INC CSE 0000909661 FARALLON CAPITAL MANAGEMENT LLC ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001340990 Farallon Capital Offshore Investors II, L.P. C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 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 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001257511 FREMDER ANDREW B C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 1 0 1 1 Member of Group Owning 10% 0001245637 FRIED RICHARD B C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001453077 Hirsch Daniel J. C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245636 LANDRY MONICA R C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001384996 MacMahon Douglas M C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% Common Stock, par value $0.01 per share 2009-05-26 4 S 0 724700 3.7015 D 8084396 D Common Stock, par value $0.01 per share 2009-05-26 4 S 0 184600 3.7015 D 2059168 D Common Stock, par value $0.01 per share 2009-05-26 4 S 0 800 3.7015 D 8408 D Common Stock, par value $0.01 per share 2009-05-26 4 S 0 1300 3.7015 D 14009 D Common Stock, par value $0.01 per share 2009-05-26 4 S 0 170600 3.7015 D 1903271 D Common Stock, par value $0.01 per share 12069252 I See Foonotes Common Stock, par value $0.01 per share 2009-05-26 4 S 0 1311600 3.7015 D 14629152 D Common Stock, par value $0.01 per share 14629152 I See Footnotes Common Stock, par value $0.01 per share 2009-05-26 4 S 0 270400 3.7015 D 17644968 I See Footnotes Common Stock, par value $0.01 per share 29714220 I See Footnotes Common Stock, par value $0.01 per share 12376 D 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 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 and individuals listed in the footnotes of this Form 4 that are not reporting persons on this Form 4 are filing two additional Form 4s on the same date as the filing of this Form 4 as reporting persons with respect to the securities described in this Form 4 (the "Parallel Form 4s"). Information regarding these entities and individuals is included on this Form 4 for purposes of clarification and convenience only, and is duplicative of the information reported in the Parallel Form 4s. Of the shares of common stock (the "Shares") of the Issuer reported in this Form 4, 29,714,220 Shares are owned directly by Farallon Capital Partners, L.P. ("FCP"), Farallon Capital Institutional Partners, L.P. ("FCIP"), Farallon Capital Institutional Partners II, L.P. ("FCIP II"), Farallon Capital Institutional Partners III, L.P. ("FCIP III"), Farallon Capital Offshore Investors II, L.P. ("FCOI II") and Farallon CS Institutional Finance II, L.P. ("FCSLP") (collectively, the "Farallon Funds") and by one or more discretionary accounts (the "Managed Accounts") managed by Farallon Capital Management, L.L.C. ("FCMLLC"). In addition, 12,376 Shares are owned directly by the Senior Managing Member (as defined below). The amount of securities shown in this row is owned directly by FCP. The amount of securities shown in this row is owned directly by FCIP. The amount of securities shown in this row is owned directly by FCIP II. The amount of securities shown in this row is owned directly by FCIP III. The amount of securities shown in this row is owned directly by FCOI II. The amount of securities shown in this row is owned directly by FCP, FCIP, FCIP II, FCIP III and FCOI II. As the general partner of each of the Farallon Funds other than FCSLP, Farallon Partners, L.L.C. ("FPLLC") may be deemed to be the beneficial owner of the Issuer's securities held by each of the Farallon Funds other than FCSLP. FPLLC disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "'34 Act"), or otherwise, except as to securities representing its pro rata interest in, and interest in the profits of, each of the Farallon Funds other than FCSLP. The amount of securities shown in this row is owned directly by FCSLP. As the general partner to FCSLP, Farallon CS Institutional Finance, L.L.C. ("FCSLLC") may be deemed to be the beneficial owner of the Issuer's securities held by FCSLP. FCSLLC disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Section 16 of the '34 Act or otherwise, except as to securities representing its proportionate interest in FCSLP. The amount of securities shown in Column 4 was sold by the Managed Accounts. Of the total amount of securities shown in Column 5, 14,629,152 Shares are owned directly by FCSLP and 3,015,816 Shares are owned directly by the Managed Accounts. As the registered investment adviser to the Managed Accounts, FCMLLC may be deemed to be the beneficial owner of the Issuer's securities held by the Managed Accounts. As the registered investment adviser to FCSLLC (the general partner to FCSLP), FCMLLC may be deemed to be the beneficial owner of the Issuer's securities beneficially owned by FCSLLC. FCMLLC disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Section 16 under the '34 Act or otherwise, except to the extent of its pecuniary interest, if any. The amount of securities shown in this row is owned directly by either the Farallon Funds or the Managed Accounts. Each of William F. Duhamel, Richard B. Fried, Daniel J. Hirsch, Monica R. Landry, Douglas M. MacMahon, Stephen L. Millham, Jason E. Moment, Ashish H. Pant, Rajiv A. Patel, Andrew J. M. Spokes, Richard H. Voon 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 with the power to exercise investment discretion, may be deemed to be a beneficial owner of the Issuer's securities held by each of the Farallon Funds and the Managed Accounts. If Andrew Fremder ("Fremder") and the entities and other individuals identified in this Form 4 were deemed members of a group holding equity securities of the Issuer, all of such entities and individuals would be deemed to beneficially own the 29,726,596 Shares represented on this Table I. Fremder and the entities and other individuals filing this Form 4 expressly disclaim that they are members of any such group and expressly disclaim beneficial ownership for purposes of Section 16 of the '34 Act or otherwise of any Shares which would arise through membership in any such group. The Managing Members, the Senior Managing Member and Fremder disclaim any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Section 16 of the '34 Act or otherwise, except to the extent of their pecuniary interest, if any; provided that the Senior Managing Member does not disclaim beneficial ownership of the 12,376 Shares he owns directly. This Form 4 does not include information with respect to any derivative securities previously received as director compensation by the Senior Managing Member or Fremder. The amount of securities in this row is owned directly by the Senior Managing Member. The Senior Managing Member acquired such Shares as a distribution with respect to his vested restricted stock units in connection with his resignation from the Issuer's Board of Directors. /s/ Monica R. Landry as attorney-in-fact and/or authorized signer for each of Farallon Capital Management, L.L.C. and Farallon Capital Offshore Investors II, L.P. 2009-05-28 /s/ Monica R. Landry for herself and as attorney-in-fact and/or authorized signer for each of William F. Duhamel, Andrew B. Fremder, Richard B. Fried, Daniel J. Hirsch and Douglas M. MacMahon. 2009-05-28 . 2009-05-28 . 2009-05-28 . 2009-05-28 . 2009-05-28 . 2009-05-28 . 2009-05-28 -----END PRIVACY-ENHANCED MESSAGE-----