SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
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(Rule 13d-101)
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Under the Securities Exchange Act of 1934
(Amendment No. 6)
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INTL FCStone Inc.
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(Name of Issuer)
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Common Stock, $0.01 par value
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(Title of class of securities)
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46116V105
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(CUSIP number)
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Joseph A. Orlando
Vice President and Chief Financial Officer
LEUCADIA NATIONAL CORPORATION
315 Park Avenue South
New York, New York 10010
With a copy to:
Andrea A. Bernstein, Esq.
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, New York 10153
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(Name, address and telephone number of person authorized to receive notices and communications)
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July 21, 2011
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(Date of event which requires filing of this statement)
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If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [_].
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Note: Schedules filed in paper format shall include a signed original and five copies of the Schedule, including all exhibits.
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The information required on the remainder of this cover page shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act.
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(Continued on following pages)
(Page 1 of 8 pages)
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CUSIP No. 46116V105
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13D
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Page 2
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1.
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NAME OF REPORTING PERSON:
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Leucadia National Corporation
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
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(a) [X]
(b) [ ]
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS:
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N/A
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) OR 2(e):
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[ ]
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION:
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New York
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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7.
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SOLE VOTING POWER:
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-0-
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8.
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SHARED VOTING POWER:
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1,614,448*
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9.
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SOLE DISPOSITIVE POWER:
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-0-
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|||
10.
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SHARED DISPOSITIVE POWER:
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1,614,448*
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
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1,614,448*
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
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[ ]
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
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8.8%**
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14.
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TYPE OF REPORTING PERSON:
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CO
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CUSIP No. 46116V105
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13D
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Page 3
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1.
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NAME OF REPORTING PERSON:
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Phlcorp Holding LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
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(a) [X]
(b) [ ]
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3.
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SEC USE ONLY
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||||
4.
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SOURCE OF FUNDS:
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N/A
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) OR 2(e):
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[ ]
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION:
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Pennsylvania
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NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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7.
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SOLE VOTING POWER:
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-0-
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8.
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SHARED VOTING POWER:
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1,614,448*
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|||
9.
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SOLE DISPOSITIVE POWER:
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-0-
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|||
10.
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SHARED DISPOSITIVE POWER:
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1,614,448*
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|||
11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
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1,614,448*
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|||
12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
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[ ]
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|||
13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
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8.8%**
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|||
14.
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TYPE OF REPORTING PERSON:
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OO
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CUSIP No. 46116V105
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13D
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Page 4
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1.
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NAME OF REPORTING PERSON:
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Baldwin Enterprises, Inc.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
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(a) [X]
(b) [ ]
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS:
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WC
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) OR 2(e):
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[ ]
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION:
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Colorado
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NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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7.
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SOLE VOTING POWER:
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-0-
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8.
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SHARED VOTING POWER:
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1,614,448*
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|||
9.
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SOLE DISPOSITIVE POWER:
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-0-
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|||
10.
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SHARED DISPOSITIVE POWER:
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1,614,448*
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|||
11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
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1,614,448*
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|||
12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
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[ ]
|
|||
13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
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8.8%**
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14.
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TYPE OF REPORTING PERSON:
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CO
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Item 2.
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Identity and Background.
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Item 3.
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Source and Amount of Funds or Other Consideration.
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Item 5.
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Interest in Securities of the Issuer.
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Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
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Item 7.
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Material to be Filed as Exhibits.
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LEUCADIA NATIONAL CORPORATION
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By:
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/s/ Joseph A. Orlando
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Name:
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Joseph A. Orlando
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Title:
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Vice President and Chief Financial Officer
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PHLCORP HOLDING LLC
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By:
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/s/ Joseph A. Orlando
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Name:
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Joseph A. Orlando
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Title:
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Vice President
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BALDWIN ENTERPRISES, INC.
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By:
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/s/ Joseph A. Orlando
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Name:
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Joseph A. Orlando
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Title:
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Vice President
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Name and Business Address
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Directorships
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Offices
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Principal Occupation or Employment
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Ian M. Cumming
c/o Leucadia National Corporation
529 E. South Temple
Salt Lake City, Utah 84102
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(a), (c)
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Chairman of the Board of (a) and (c); Chairman of (b)
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Chairman of the Board of (a)
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Joseph S. Steinberg
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(a), (c)
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President of (a), (b) and (c)
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President of (a)
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Paul M. Dougan
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(a)
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--
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Private Investor
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James E. Jordan
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(a)
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--
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Private Investor
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Jesse Clyde Nichols, III
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(a)
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--
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Private Investor
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Alan J. Hirschfield
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(a)
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--
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Private Investor and Consultant
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Jeffrey C. Keil
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(a)
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--
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Private Investor
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Michael Sorkin
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(a)
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--
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Vice Chairman of N M Rothschild Corporate Finance Limited
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Name and Business Address
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Directorships
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Offices
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Principal Occupation or Employment
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Philip M. Cannella
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Assistant Vice President and Director of Taxes of (a);
Vice President of (b) and (c)
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Assistant Vice President and Director of Taxes of (a)
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Thomas E. Mara
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Executive Vice President of (a), (b) and (c)
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Executive Vice President of (a)
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Joseph A. Orlando
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(c)
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Vice President and Chief Financial Officer of (a); Vice President of (b) and (c)
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Vice President and Chief Financial Officer of (a)
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Barbara L. Lowenthal
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--
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Vice President and Comptroller of (a); Vice President of (b) and (c)
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Vice President and Comptroller of (a)
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Justin R. Wheeler
(6,681 shares of Common Stock)
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--
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Vice President of (a), (b) and (c)
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Vice President of (a)
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Jane Goldman
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--
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Assistant Vice President of (a)
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Assistant Vice President of (a)
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Joseph M. O’Connor
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--
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Vice President of (a), (b) and (c)
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Vice President of (a)
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Rocco J. Nittoli
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--
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Vice President and Treasurer of (a), (b) and (c)
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Vice President and Treasurer of (a)
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Corinne A. Maki
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--
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Assistant Secretary of (a); Vice President & Assistant Secretary of (b) and (c)
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Vice President & Assistant Secretary of (c)
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Laura E. Ulbrandt
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--
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Assistant Vice President & Secretary of (a), (b) and (c)
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Assistant Vice President & Secretary of (a)
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LBI
LB I GROUP INC.
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By:
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/s/ Ashvin Rao | ||
Name: | Ashvin Rao | |||
Title: | Vice President | |||
PURCHASER
LEUCADIA NATIONAL CORPORATION
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By:
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/s/ Justin R. Wheeler | ||
Name: | Justin R. Wheeler | |||
Title: | Vice President | |||
“ASSIGNOR”:
LB I GROUP INC.
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By:
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/s/ Ashvin Rao | ||
Name: | Ashvin Rao | |||
Title: | Vice President | |||
“ASSIGNEE”:
LEUCADIA NATIONAL CORPORATION
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By:
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/s/ Justin R. Wheeler | ||
Name: | Justin R. Wheeler | |||
Title: | Vice President | |||
LB I GROUP INC.
1271 Avenue of the Americas
38th Floor
New York, NY 10020
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Leucadia National Corporation
25 G Street
Salt Lake City, UT 84103
Fax: 801-524 -4944
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INTL FCStone Inc.
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329 Park Avenue North, Suite 350
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Winter Park, FL 32789
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Attention: Brian Sephton, CFO
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E-mail: bsephton@intlassets.com
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Re:
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Note Purchase and Assignment Agreement (the “Purchase Agreement”), dated as of July 21, 2011, by and between LB I Group, Inc. (“Seller”) and Leucadia National Corporation (“Buyer”)
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Very truly yours, | ||||
LB I GROUP INC.
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By:
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/s/ Ashvin Rao | ||
Name: | Ashvin Rao | |||
Title: | Vice President | |||
LEUCADIA NATIONAL CORPORATION
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By:
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/s/ Justin R. Wheeler | ||
Name: | Justin R. Wheeler | |||
Title: | Vice President | |||
INTL FCSTONE INC.
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By:
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/s/ Brian Sephton | ||
Name: | Brian Sephton | ||
Title: | Chief Legal and Governance Officer | ||
LEUCADIA NATIONAL CORPORATION
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By:
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/s/ Joseph A. Orlando
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Name:
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Joseph A. Orlando
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Title:
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Vice President and Chief Financial Officer
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PHLCORP HOLDING LLC
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By:
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/s/ Joseph A. Orlando
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Name:
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Joseph A. Orlando
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Title:
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Vice President
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BALDWIN ENTERPRISES, INC.
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By:
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/s/ Joseph A. Orlando
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Name:
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Joseph A. Orlando
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Title:
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Vice President
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