Major Shareholding Notification • Aug 9, 2011
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Download Source FileSC 13G/A 1 c21119sc13gza.htm SCHEDULE 13G/A Schedule 13G/A PAGEBREAK
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934 (Amendment No. 1)*
TRANSPORTADORA DE GAS DEL SUR S.A.
(Name of Issuer)
GAS TRANSPORTER OF THE SOUTH INC
(Translation of Issuer's Name into English)
American Depositary Shares, representing Class B Shares
(Title of Class of Securities)
893870204
(CUSIP Number)
August 8, 2011
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
þ Rule 13d-1(c)
o Rule 13d-1(d)
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
PAGEBREAK
CUSIP No. 893870204
| 1 | NAMES OF REPORTING PERSONS Broad Bay Ltd. | |
|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | |
| (a) o | ||
| (b) þ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| Bahamas | ||
| 5 | SOLE VOTING POWER | |
| NUMBER OF | 0 (see Item 4) | |
| SHARES | 6 | SHARED VOTING POWER |
| BENEFICIALLY | ||
| OWNED BY | 5,833,493 American Depositary Shares (representing Class B Shares)* | |
| EACH | 7 | SOLE DISPOSITIVE POWER |
| REPORTING | ||
| PERSON | 0 (see Item 4) | |
| WITH: | 8 | SHARED DISPOSITIVE POWER |
| 5,833,493 American Depositary Shares (representing Class B Shares)* | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 5,833,493 American Depositary Shares (representing Class B Shares)* | ||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |
| o | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 7.5% of the Class B Shares* | ||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | |
| CO |
*The Reporting Persons are currently the beneficial owners of 5,833,493 American Depositary Shares (ADS) representing 29,167,465, or 7.5%, of the Class B Shares of Transportadora De Gas Del Sur S.A. (the Issuer), based on 389,302,689 Class B Shares stated to be outstanding as of March 31, 2010, in the Issuers Form 6-K filed with the Securities and Exchange Commission on June 10, 2011. Each ADS represents 5 Class B Shares of the Issuer.
Page 2 of 5
PAGEBREAK
CUSIP No. 893870204
| 1 | NAMES OF REPORTING PERSONS Joseph Lewis | |
|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | |
| (a) o | ||
| (b) þ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| United Kingdom | ||
| 5 | SOLE VOTING POWER | |
| NUMBER OF | 0 (see Item 4) | |
| SHARES | 6 | SHARED VOTING POWER |
| BENEFICIALLY | ||
| OWNED BY | 5,833,493 American Depositary Shares (representing Class B Shares)* | |
| EACH | 7 | SOLE DISPOSITIVE POWER |
| REPORTING | ||
| PERSON | 0 (see Item 4) | |
| WITH: | 8 | SHARED DISPOSITIVE POWER |
| 5,833,493 American Depositary Shares (representing Class B Shares)* | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 5,833,493 American Depositary Shares (representing Class B Shares)* | ||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |
| o | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 7.5% of the Class B Shares* | ||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | |
| IN |
*The Reporting Persons are currently the beneficial owners of 5,833,493 ADS representing 29,167,465, or 7.5%, of the Class B Shares of the Issuer, based on 389,302,689 Class B Shares stated to be outstanding as of March 31, 2010, in the Issuers Form 6-K filed with the Securities and Exchange Commission on June 10, 2011. Each ADS represents 5 Class B Shares of the Issuer.
Page 3 of 5
PAGEBREAK
This Amendment No. 1 (Amendment No. 1) amends and supplements the statement on Schedule 13G initially filed on May 23, 2011 (the Original Filing). The Original Filing remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment No. 1. Capitalized terms used and not defined in this Amendment No. 1 have the meanings set forth in the Original Filing. This Amendment No. 1 is being filed to reflect a decrease of more than 5% of the Reporting Persons beneficial ownership of the Issuers outstanding Common Shares from the time of the Original Filing to this Amendment No. 1.
Item 4. Ownership.
| (a) | Amount beneficially owned: |
|---|---|
| 5,833,493 ADS, which is equivalent to 29,167,465 Class B Shares.* | |
| (b) | Percent of class: |
| 7.5% of the outstanding Class B Shares.* | |
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or direct the vote: |
|---|---|
| 0* | |
| (ii) | Shared power to vote or to direct the vote: |
| 5,833,493 ADS, which is equivalent to 29,167,465 Class B shares.* | |
| (iii) | Sole power to dispose or direct the disposition of: |
| 0* | |
| (iv) | Shared power to dispose or to direct the disposition of: |
| 5,833,493 ADS, which is equivalent to 29,167,465 Class B shares.* |
Item 10. Certification.
(c) By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
| Exhibits | |
|---|---|
| 1 | Joint Filing Agreement, dated the date hereof, between the Reporting Persons. |
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Date: August 9, 2011 | |
|---|---|
| By: | /s/ Jefferson R. Voss |
| Name: | Jefferson R. Voss |
| Title: | Director |
| JOSEPH LEWIS | |
| By: | /s/ Joseph Lewis |
| Name: | Joseph Lewis, Individually |
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