SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
o Rule 13d-1(c)
þ Rule 13d-1(d)
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
CUSIP NO. |
303 901 102 |
13G |
Page | 2 |
of | 13
|
Pages |
1 | NAMES OF REPORTING PERSON/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
V. PREM WATSA | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
CANADIAN | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 86,699 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 1,770,555 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 86,699 | ||||
WITH | 8 | SHARED DISPOSITIVE POWER | |||
1,770,555 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
1,857,254 | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||||
10.1% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
2
CUSIP No. |
303 901 102 |
13G |
Page | 3 |
of | 13 |
Pages |
1 | NAMES OF REPORTING PERSON/I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
||||
1109519 ONTARIO LIMITED | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
ONTARIO, CANADA | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | |||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 1,598,620 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | |||||
WITH | 8 | SHARED DISPOSITIVE POWER | |||
1,598,620 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
1,598,620 | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||||
8.7% | |||||
12 | TYPE OF REPORTING PERSON | ||||
CO |
3
CUSIP NO. |
303 901 102 |
13G |
Page | 4 |
of | 13
|
Pages |
1 | NAMES OF REPORTING PERSON/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
THE SIXTY TWO INVESTMENT COMPANY LIMITED | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
BRITISH COLUMBIA, CANADA | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | |||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 1,598,620 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | |||||
WITH | 8 | SHARED DISPOSITIVE POWER | |||
1,598,620 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
1,598,620 | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||||
8.7% | |||||
12 | TYPE OF REPORTING PERSON | ||||
CO |
4
CUSIP NO. |
303 901 102 |
13G |
Page | 5 |
of | 13
|
Pages |
1 | NAMES OF REPORTING PERSON/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
810679 ONTARIO LIMITED | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
ONTARIO, CANADA | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | |||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 169,835 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | |||||
WITH | 8 | SHARED DISPOSITIVE POWER | |||
169,835 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
169,835 | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||||
0.9% | |||||
12 | TYPE OF REPORTING PERSON | ||||
CO |
5
1. | V. Prem Watsa, an individual; | ||
2. | 1109519 Ontario Limited (1109519), a corporation incorporated under the laws of Ontario; | ||
3. | The Sixty Two Investment Company Limited (Sixty Two), a corporation incorporated under the laws of British Columbia; and | ||
4. | 810679 Ontario Limited (810679), a corporation incorporated under the laws of Ontario. |
1. | Mr. Watsas business address is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7; | ||
2. | The principal business address and principal office address of 1109519 is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7; | ||
3. | The principal business address and principal office address of Sixty Two is 1600 Cathedral Place, 925 West Georgia St., Vancouver, British Columbia, Canada, V6C 3L3; and | ||
4. | The principal business address and principal office address of 810679 is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7. |
6
Item 3 | If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
(a)
|
o | Broker or Dealer registered under Section 15 of the Act (15 U.S.C. 78o); | ||
(b)
|
o | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | ||
(c)
|
o | Insurance Company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | ||
(d)
|
o | An Investment Company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | ||
(e)
|
o | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | ||
(f)
|
o | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | ||
(g)
|
o | A parent holding company or control person, in accordance with §240.13d-1(b)(1)(ii)(G); | ||
(h)
|
o | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||
(i)
|
o | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | ||
(j)
|
o | Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
7
Item 7 | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. |
8
Dated: February 14, 2008 | V. Prem Watsa |
|||
/s/ V. Prem Watsa | ||||
9
Dated: February 14, 2008 | 1109519 Ontario Limited |
|||
By: | /s/ V. Prem Watsa | |||
Name: | V. Prem Watsa | |||
Title: | President |
10
Dated: February 14, 2008 | The Sixty Two Investment Company Limited |
|||
By: | /s/ V. Prem Watsa | |||
Name: | V. Prem Watsa | |||
Title: | President |
11
Dated: February 14, 2008 | 810679 Ontario Limited |
|||
By: | /s/ V. Prem Watsa | |||
Name: | V. Prem Watsa | |||
Title: | President |
12
Exhibit No. | Description | |
1
|
Members of filing group | |
2
|
Joint Filing Agreement dated as of February 14, 2008 among V. Prem Watsa, 1109519 Ontario Limited, The Sixty Two Investment Company Limited and 810679 Ontario Limited |
13