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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
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 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.
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).
CUSIP No. |
100394103 |
1 | NAMES OF REPORTING PERSONS North Run Capital, LP |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Delaware | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 1,318,525** | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
1,318,525** | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
1,318,525** | |||||
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) | ||||
6.42%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN |
2
CUSIP No. |
100394103 |
1 | NAMES OF REPORTING PERSONS North Run GP, LP |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Delaware | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 1,318,525** | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
1,318,525** | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
1,318,525** | |||||
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) | ||||
6.42%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN |
3
CUSIP No. |
100394103 |
1 | NAMES OF REPORTING PERSONS North Run Advisors, LLC |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Delaware | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 1,318,525** | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
1,318,525** | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
1,318,525** | |||||
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) | ||||
6.42%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
OO |
4
CUSIP No. |
100394103 |
1 | NAMES OF REPORTING PERSONS Todd B. Hammer |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United States | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 1,318,525** | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
1,318,525** | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
1,318,525** | |||||
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) | ||||
6.42%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
5
CUSIP No. |
100394103 |
1 | NAMES OF REPORTING PERSONS Thomas B. Ellis |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United States | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 1,318,525** | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
1,318,525** | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
1,318,525** | |||||
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) | ||||
6.42%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
6
Item 1(a) | Name of Issuer. |
Item 1(b) | Address of Issuers Principal Executive Offices. |
Item 2(a) | Name of Person Filing. |
(1) | North Run Capital, LP |
||
(2) | North Run GP, LP |
||
(3) | North Run Advisors, LLC |
||
(4) | Todd B. Hammer |
||
(5) | Thomas B. Ellis |
Item 2(b) | Address of Principal Business Office, or, if none, Residence. |
Item 2(c) | Citizenship or Place of Organization. |
(1) | North Run Capital, LP is a Delaware limited partnership. |
||
(2) | North Run GP, LP is a Delaware limited partnership |
||
(3) | North Run Advisors, LLC is a Delaware limited liability company. |
7
(4) | Todd B. Hammer is a U.S. citizen. |
||
(5) | Thomas B. Ellis is a U.S. citizen. |
Item 2(d) | Title of Class of Securities. |
Item 2(e) | CUSIP Number. |
Item 3 | If this statement is filed pursuant to §§ 240.13D-1(b) or 240.13d-2(b) or (c), check
whether the person filing is a: |
Item 4 | Ownership. |
(a) | North Run, the GP, the Investment Manager, Todd B. Hammer, and
Thomas B. Ellis may be deemed the beneficial owners of 1,318,525 shares of
Common Stock. |
||
(b) | North Run, the GP, the Investment Manager, Todd B. Hammer and
Thomas B. Ellis may be deemed the beneficial owners of 6.42% of the outstanding
shares of Common Stock. This percentage was determined by dividing 1,318,525
by 20,541,544, which is the number of shares of Common Stock outstanding as of
November 13, 2008, according to the Issuers Form 10-Q filed on November 13,
2008 with the Securities Exchange Commission, as updated by the Issuers
current report on Form 8-K filed on November 24, 2008 with the Commission. |
||
(c) | North Run, the GP, the Investment Manager, Todd B. Hammer and
Thomas B. Ellis have the shared power to vote and dispose of the 1,318,525
shares of Common Stock beneficially owned. |
Item 6 | Ownership of More Than Five Percent on Behalf of Another Person. |
Investors in the Funds identified in the introduction hereto have an indirect
interest in dividends and/or sale proceeds of the Common Stock held by the Master
Fund. The Reporting Persons do not know of any single investor with an interest,
directly or indirectly, of more than 5% of the Common Stock. |
Item 10 | Certification. |
By signing below, each Reporting Person certifies that, to the best of such
Reporting Persons knowledge and belief, the securities referred to above were not
acquired and are not held for the purpose of or with the effect of changing or
influencing the |
8
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 | Exhibit 1 |
Joint Filing Agreement, dated February 17, 2009, between North Run, GP, the
Investment Manager, Todd B. Hammer and Thomas B. Ellis. |
9
NORTH RUN CAPITAL, LP |
||||
By: | North Run Advisors, LLC its general partner |
|||
By: | /s/ Thomas B. Ellis | |||
Name: | Thomas B. Ellis | |||
Title: | Member | |||
and |
||||
By: | /s/ Todd B. Hammer | |||
Name: | Todd B. Hammer | |||
Title: | Member | |||
NORTH RUN GP, LP |
||||
By: | North Run Advisors, LLC its general partner |
|||
By: | /s/ Thomas B. Ellis | |||
Name: | Thomas B. Ellis | |||
Title: | Member | |||
and |
||||
By: | /s/ Todd B. Hammer | |||
Name: | Todd B. Hammer | |||
Title: | Member | |||
10
NORTH RUN ADVISORS, LLC |
||||
By: | /s/ Thomas B. Ellis | |||
Name: | Thomas B. Ellis | |||
Title: | Member | |||
and |
||||
By: | /s/ Todd B. Hammer | |||
Name: | Todd B. Hammer | |||
Title: | Member | |||
/s/ Thomas B. Ellis | ||||
Thomas B. Ellis | ||||
/s/ Todd B. Hammer | ||||
Todd B. Hammer | ||||
11
Exhibit No. | Description | |||
1 | Joint Filing Agreement, dated February 17, 2009, between North Run, GP, the Investment Manager, Todd B. Hammer and Thomas B. Ellis. |
12