UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Amendment No. 4)*
Under the Securities Exchange Act of 1934
CORGI INTERNATIONAL LIMITED
(Name of Issuer)
American Depositary Shares (Representing Ordinary Shares)
(Title of Class of Securities)
21872Q202
(CUSIP Number)
December 31, 2008
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
13G is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
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. 21872Q202
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: BC Advisors, LLC
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: Texas
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 93,366*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 93,366*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
93,366*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 0.7%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: HC/00
--------------------------------------------------------------------------------
* Based on information set forth on the Form 6-K of Corgi International Limited
(the "Company"), as filed with the Securities and Exchange Commission (the
"SEC") on January 2, 2009, there were 12,793,341 shares of the Company's
American Depository Shares (the "Shares") issued and outstanding as of September
30, 2008. As of December 31, 2008 (the "Reporting Date"), SRB Greenway Capital,
L.P. ("SRBGC") owned warrants to purchase 1,264 Shares, SRB Greenway Capital
(Q.P.), L.P. ("SRBQP") owned warrants to purchase 22,285 Shares, SRB Greenway
Offshore Operating Fund, L.P. ("SRB Offshore") owned warrants to purchase 4,054
Shares, SRB Greenway Opportunity Fund, L.P. ("SRB Opportunity") owned warrants
to purchase 8,458 Shares, and SRB Greenway Opportunity Fund (QP), L.P. ("SRB
Opportunity QP" and together with SRBGC, SRBQP, SRB Offshore and SRB
Opportunity, the "Greenway Funds") owned warrants to purchase 57,305 Shares. SRB
Management, L.P. ("SRB Management") is the general partner of each of the
Greenway Funds. BC Advisors, LLC ("BCA") is the general partner of SRB
Management. Steven R. Becker is the sole member of BCA. As a result, SRB
Management, BCA and Mr. Becker possesses shared power to vote and direct the
disposition of the securities held by the Greenway Funds. In addition, as of the
Reporting Date, Walker Smith Capital, L.P. ("WSC") owned warrants to purchase
4,944 Shares, Walker Smith Capital (Q.P.), L.P. ("WSCQP") owned warrants to
purchase 29,672 Shares, Walker Smith International Fund, Ltd. ("WS
International") owned warrants to purchase 42,303 Shares, and HHMI Investments,
L.P. ("HHMI" and collectively with WSC, WSCQP and WS International, the "WS
Funds") owned warrants to purchase 16,446 Shares. WS Capital Management, L.P.
("WSC Management") is the general partner of WSC and WSCQP, the agent and
attorney-in-fact for WS International, and the investment manager for HHMI. WS
Capital, L.L.C. ("WS Capital") is the general partner of WSC Management. Reid S.
Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC
Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess
shared power to vote and to direct the disposition of the securities held by the
WS Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section
240.13d-3, (i) SRB Management, BCA and Steven R. Becker are deemed to
beneficially own 93,366 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date and (ii) WSC Management, WS
Capital, and Messrs. Reid S. Walker and G. Stacy Smith are deemed to
beneficially own 93,365 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date. The WS Funds and the Greenway
Funds agreed to co-invest on the investment in the Company. Each of the
reporting persons hereby expressly disclaims membership in a "group" under
Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules
and regulations thereunder with respect to the Shares reported herein, and this
Schedule 13G, as amended, shall not be deemed to be an admission that any such
reporting person is a member of such a group.
|
CUSIP No. 21872Q202
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: SRB Management, L.P.
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: Texas
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 93,366*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 93,366*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
93,366*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 0.7%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: IA/PN
--------------------------------------------------------------------------------
* Based on information set forth on the Form 6-K of Corgi International Limited
(the "Company"), as filed with the Securities and Exchange Commission (the
"SEC") on January 2, 2009, there were 12,793,341 shares of the Company's
American Depository Shares (the "Shares") issued and outstanding as of September
30, 2008. As of December 31, 2008 (the "Reporting Date"), SRB Greenway Capital,
L.P. ("SRBGC") owned warrants to purchase 1,264 Shares, SRB Greenway Capital
(Q.P.), L.P. ("SRBQP") owned warrants to purchase 22,285 Shares, SRB Greenway
Offshore Operating Fund, L.P. ("SRB Offshore") owned warrants to purchase 4,054
Shares, SRB Greenway Opportunity Fund, L.P. ("SRB Opportunity") owned warrants
to purchase 8,458 Shares, and SRB Greenway Opportunity Fund (QP), L.P. ("SRB
Opportunity QP" and together with SRBGC, SRBQP, SRB Offshore and SRB
Opportunity, the "Greenway Funds") owned warrants to purchase 57,305 Shares. SRB
Management, L.P. ("SRB Management") is the general partner of each of the
Greenway Funds. BC Advisors, LLC ("BCA") is the general partner of SRB
Management. Steven R. Becker is the sole member of BCA. As a result, SRB
Management, BCA and Mr. Becker possesses shared power to vote and direct the
disposition of the securities held by the Greenway Funds. In addition, as of the
Reporting Date, Walker Smith Capital, L.P. ("WSC") owned warrants to purchase
4,944 Shares, Walker Smith Capital (Q.P.), L.P. ("WSCQP") owned warrants to
purchase 29,672 Shares, Walker Smith International Fund, Ltd. ("WS
International") owned warrants to purchase 42,303 Shares, and HHMI Investments,
L.P. ("HHMI" and collectively with WSC, WSCQP and WS International, the "WS
Funds") owned warrants to purchase 16,446 Shares. WS Capital Management, L.P.
("WSC Management") is the general partner of WSC and WSCQP, the agent and
attorney-in-fact for WS International, and the investment manager for HHMI. WS
Capital, L.L.C. ("WS Capital") is the general partner of WSC Management. Reid S.
Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC
Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess
shared power to vote and to direct the disposition of the securities held by the
WS Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section
240.13d-3, (i) SRB Management, BCA and Steven R. Becker are deemed to
beneficially own 93,366 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date and (ii) WSC Management, WS
Capital, and Messrs. Reid S. Walker and G. Stacy Smith are deemed to
beneficially own 93,365 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date. The WS Funds and the Greenway
Funds agreed to co-invest on the investment in the Company. Each of the
reporting persons hereby expressly disclaims membership in a "group" under
Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules
and regulations thereunder with respect to the Shares reported herein, and this
Schedule 13G, as amended, shall not be deemed to be an admission that any such
reporting person is a member of such a group.
|
CUSIP No. 21872Q202
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: Steven R. Becker
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: United States
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 93,366*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 93,366*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
93,366*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 0.7%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: IN
--------------------------------------------------------------------------------
* Based on information set forth on the Form 6-K of Corgi International Limited
(the "Company"), as filed with the Securities and Exchange Commission (the
"SEC") on January 2, 2009, there were 12,793,341 shares of the Company's
American Depository Shares (the "Shares") issued and outstanding as of September
30, 2008. As of December 31, 2008 (the "Reporting Date"), SRB Greenway Capital,
L.P. ("SRBGC") owned warrants to purchase 1,264 Shares, SRB Greenway Capital
(Q.P.), L.P. ("SRBQP") owned warrants to purchase 22,285 Shares, SRB Greenway
Offshore Operating Fund, L.P. ("SRB Offshore") owned warrants to purchase 4,054
Shares, SRB Greenway Opportunity Fund, L.P. ("SRB Opportunity") owned warrants
to purchase 8,458 Shares, and SRB Greenway Opportunity Fund (QP), L.P. ("SRB
Opportunity QP" and together with SRBGC, SRBQP, SRB Offshore and SRB
Opportunity, the "Greenway Funds") owned warrants to purchase 57,305 Shares. SRB
Management, L.P. ("SRB Management") is the general partner of each of the
Greenway Funds. BC Advisors, LLC ("BCA") is the general partner of SRB
Management. Steven R. Becker is the sole member of BCA. As a result, SRB
Management, BCA and Mr. Becker possesses shared power to vote and direct the
disposition of the securities held by the Greenway Funds. In addition, as of the
Reporting Date, Walker Smith Capital, L.P. ("WSC") owned warrants to purchase
4,944 Shares, Walker Smith Capital (Q.P.), L.P. ("WSCQP") owned warrants to
purchase 29,672 Shares, Walker Smith International Fund, Ltd. ("WS
International") owned warrants to purchase 42,303 Shares, and HHMI Investments,
L.P. ("HHMI" and collectively with WSC, WSCQP and WS International, the "WS
Funds") owned warrants to purchase 16,446 Shares. WS Capital Management, L.P.
("WSC Management") is the general partner of WSC and WSCQP, the agent and
attorney-in-fact for WS International, and the investment manager for HHMI. WS
Capital, L.L.C. ("WS Capital") is the general partner of WSC Management. Reid S.
Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC
Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess
shared power to vote and to direct the disposition of the securities held by the
WS Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section
240.13d-3, (i) SRB Management, BCA and Steven R. Becker are deemed to
beneficially own 93,366 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date and (ii) WSC Management, WS
Capital, and Messrs. Reid S. Walker and G. Stacy Smith are deemed to
beneficially own 93,365 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date. The WS Funds and the Greenway
Funds agreed to co-invest on the investment in the Company. Each of the
reporting persons hereby expressly disclaims membership in a "group" under
Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules
and regulations thereunder with respect to the Shares reported herein, and this
Schedule 13G, as amended, shall not be deemed to be an admission that any such
reporting person is a member of such a group.
|
CUSIP No. 21872Q202
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: WS Capital, L.L.C.
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: Texas
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 93,365*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 93,365*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
93,365*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 0.7%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: HC/OO
--------------------------------------------------------------------------------
* Based on information set forth on the Form 6-K of Corgi International Limited
(the "Company"), as filed with the Securities and Exchange Commission (the
"SEC") on January 2, 2009, there were 12,793,341 shares of the Company's
American Depository Shares (the "Shares") issued and outstanding as of September
30, 2008. As of December 31, 2008 (the "Reporting Date"), SRB Greenway Capital,
L.P. ("SRBGC") owned warrants to purchase 1,264 Shares, SRB Greenway Capital
(Q.P.), L.P. ("SRBQP") owned warrants to purchase 22,285 Shares, SRB Greenway
Offshore Operating Fund, L.P. ("SRB Offshore") owned warrants to purchase 4,054
Shares, SRB Greenway Opportunity Fund, L.P. ("SRB Opportunity") owned warrants
to purchase 8,458 Shares, and SRB Greenway Opportunity Fund (QP), L.P. ("SRB
Opportunity QP" and together with SRBGC, SRBQP, SRB Offshore and SRB
Opportunity, the "Greenway Funds") owned warrants to purchase 57,305 Shares. SRB
Management, L.P. ("SRB Management") is the general partner of each of the
Greenway Funds. BC Advisors, LLC ("BCA") is the general partner of SRB
Management. Steven R. Becker is the sole member of BCA. As a result, SRB
Management, BCA and Mr. Becker possesses shared power to vote and direct the
disposition of the securities held by the Greenway Funds. In addition, as of the
Reporting Date, Walker Smith Capital, L.P. ("WSC") owned warrants to purchase
4,944 Shares, Walker Smith Capital (Q.P.), L.P. ("WSCQP") owned warrants to
purchase 29,672 Shares, Walker Smith International Fund, Ltd. ("WS
International") owned warrants to purchase 42,303 Shares, and HHMI Investments,
L.P. ("HHMI" and collectively with WSC, WSCQP and WS International, the "WS
Funds") owned warrants to purchase 16,446 Shares. WS Capital Management, L.P.
("WSC Management") is the general partner of WSC and WSCQP, the agent and
attorney-in-fact for WS International, and the investment manager for HHMI. WS
Capital, L.L.C. ("WS Capital") is the general partner of WSC Management. Reid S.
Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC
Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess
shared power to vote and to direct the disposition of the securities held by the
WS Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section
240.13d-3, (i) SRB Management, BCA and Steven R. Becker are deemed to
beneficially own 93,366 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date and (ii) WSC Management, WS
Capital, and Messrs. Reid S. Walker and G. Stacy Smith are deemed to
beneficially own 93,365 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date. The WS Funds and the Greenway
Funds agreed to co-invest on the investment in the Company. Each of the
reporting persons hereby expressly disclaims membership in a "group" under
Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules
and regulations thereunder with respect to the Shares reported herein, and this
Schedule 13G, as amended, shall not be deemed to be an admission that any such
reporting person is a member of such a group.
|
CUSIP No. 21872Q202
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: WS Capital Management, L.P.
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: Texas
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 93,365*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 93,365*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
93,365*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 0.7%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: IA/PN
--------------------------------------------------------------------------------
* Based on information set forth on the Form 6-K of Corgi International Limited
(the "Company"), as filed with the Securities and Exchange Commission (the
"SEC") on January 2, 2009, there were 12,793,341 shares of the Company's
American Depository Shares (the "Shares") issued and outstanding as of September
30, 2008. As of December 31, 2008 (the "Reporting Date"), SRB Greenway Capital,
L.P. ("SRBGC") owned warrants to purchase 1,264 Shares, SRB Greenway Capital
(Q.P.), L.P. ("SRBQP") owned warrants to purchase 22,285 Shares, SRB Greenway
Offshore Operating Fund, L.P. ("SRB Offshore") owned warrants to purchase 4,054
Shares, SRB Greenway Opportunity Fund, L.P. ("SRB Opportunity") owned warrants
to purchase 8,458 Shares, and SRB Greenway Opportunity Fund (QP), L.P. ("SRB
Opportunity QP" and together with SRBGC, SRBQP, SRB Offshore and SRB
Opportunity, the "Greenway Funds") owned warrants to purchase 57,305 Shares. SRB
Management, L.P. ("SRB Management") is the general partner of each of the
Greenway Funds. BC Advisors, LLC ("BCA") is the general partner of SRB
Management. Steven R. Becker is the sole member of BCA. As a result, SRB
Management, BCA and Mr. Becker possesses shared power to vote and direct the
disposition of the securities held by the Greenway Funds. In addition, as of the
Reporting Date, Walker Smith Capital, L.P. ("WSC") owned warrants to purchase
4,944 Shares, Walker Smith Capital (Q.P.), L.P. ("WSCQP") owned warrants to
purchase 29,672 Shares, Walker Smith International Fund, Ltd. ("WS
International") owned warrants to purchase 42,303 Shares, and HHMI Investments,
L.P. ("HHMI" and collectively with WSC, WSCQP and WS International, the "WS
Funds") owned warrants to purchase 16,446 Shares. WS Capital Management, L.P.
("WSC Management") is the general partner of WSC and WSCQP, the agent and
attorney-in-fact for WS International, and the investment manager for HHMI. WS
Capital, L.L.C. ("WS Capital") is the general partner of WSC Management. Reid S.
Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC
Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess
shared power to vote and to direct the disposition of the securities held by the
WS Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section
240.13d-3, (i) SRB Management, BCA and Steven R. Becker are deemed to
beneficially own 93,366 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date and (ii) WSC Management, WS
Capital, and Messrs. Reid S. Walker and G. Stacy Smith are deemed to
beneficially own 93,365 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date. The WS Funds and the Greenway
Funds agreed to co-invest on the investment in the Company. Each of the
reporting persons hereby expressly disclaims membership in a "group" under
Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules
and regulations thereunder with respect to the Shares reported herein, and this
Schedule 13G, as amended, shall not be deemed to be an admission that any such
reporting person is a member of such a group.
|
CUSIP No. 21872Q202
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: Reid S. Walker
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: United States
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 93,365*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 93,365*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
93,365*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 0.7%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: IN
--------------------------------------------------------------------------------
* Based on information set forth on the Form 6-K of Corgi International Limited
(the "Company"), as filed with the Securities and Exchange Commission (the
"SEC") on January 2, 2009, there were 12,793,341 shares of the Company's
American Depository Shares (the "Shares") issued and outstanding as of September
30, 2008. As of December 31, 2008 (the "Reporting Date"), SRB Greenway Capital,
L.P. ("SRBGC") owned warrants to purchase 1,264 Shares, SRB Greenway Capital
(Q.P.), L.P. ("SRBQP") owned warrants to purchase 22,285 Shares, SRB Greenway
Offshore Operating Fund, L.P. ("SRB Offshore") owned warrants to purchase 4,054
Shares, SRB Greenway Opportunity Fund, L.P. ("SRB Opportunity") owned warrants
to purchase 8,458 Shares, and SRB Greenway Opportunity Fund (QP), L.P. ("SRB
Opportunity QP" and together with SRBGC, SRBQP, SRB Offshore and SRB
Opportunity, the "Greenway Funds") owned warrants to purchase 57,305 Shares. SRB
Management, L.P. ("SRB Management") is the general partner of each of the
Greenway Funds. BC Advisors, LLC ("BCA") is the general partner of SRB
Management. Steven R. Becker is the sole member of BCA. As a result, SRB
Management, BCA and Mr. Becker possesses shared power to vote and direct the
disposition of the securities held by the Greenway Funds. In addition, as of the
Reporting Date, Walker Smith Capital, L.P. ("WSC") owned warrants to purchase
4,944 Shares, Walker Smith Capital (Q.P.), L.P. ("WSCQP") owned warrants to
purchase 29,672 Shares, Walker Smith International Fund, Ltd. ("WS
International") owned warrants to purchase 42,303 Shares, and HHMI Investments,
L.P. ("HHMI" and collectively with WSC, WSCQP and WS International, the "WS
Funds") owned warrants to purchase 16,446 Shares. WS Capital Management, L.P.
("WSC Management") is the general partner of WSC and WSCQP, the agent and
attorney-in-fact for WS International, and the investment manager for HHMI. WS
Capital, L.L.C. ("WS Capital") is the general partner of WSC Management. Reid S.
Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC
Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess
shared power to vote and to direct the disposition of the securities held by the
WS Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section
240.13d-3, (i) SRB Management, BCA and Steven R. Becker are deemed to
beneficially own 93,366 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date and (ii) WSC Management, WS
Capital, and Messrs. Reid S. Walker and G. Stacy Smith are deemed to
beneficially own 93,365 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date. The WS Funds and the Greenway
Funds agreed to co-invest on the investment in the Company. Each of the
reporting persons hereby expressly disclaims membership in a "group" under
Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules
and regulations thereunder with respect to the Shares reported herein, and this
Schedule 13G, as amended, shall not be deemed to be an admission that any such
reporting person is a member of such a group.
|
CUSIP No. 21872Q202
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: G. Stacy Smith
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: United States
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 93,365*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 93,365*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
93,365*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 0.7%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: IN
--------------------------------------------------------------------------------
* Based on information set forth on the Form 6-K of Corgi International Limited
(the "Company"), as filed with the Securities and Exchange Commission (the
"SEC") on January 2, 2009, there were 12,793,341 shares of the Company's
American Depository Shares (the "Shares") issued and outstanding as of September
30, 2008. As of December 31, 2008 (the "Reporting Date"), SRB Greenway Capital,
L.P. ("SRBGC") owned warrants to purchase 1,264 Shares, SRB Greenway Capital
(Q.P.), L.P. ("SRBQP") owned warrants to purchase 22,285 Shares, SRB Greenway
Offshore Operating Fund, L.P. ("SRB Offshore") owned warrants to purchase 4,054
Shares, SRB Greenway Opportunity Fund, L.P. ("SRB Opportunity") owned warrants
to purchase 8,458 Shares, and SRB Greenway Opportunity Fund (QP), L.P. ("SRB
Opportunity QP" and together with SRBGC, SRBQP, SRB Offshore and SRB
Opportunity, the "Greenway Funds") owned warrants to purchase 57,305 Shares. SRB
Management, L.P. ("SRB Management") is the general partner of each of the
Greenway Funds. BC Advisors, LLC ("BCA") is the general partner of SRB
Management. Steven R. Becker is the sole member of BCA. As a result, SRB
Management, BCA and Mr. Becker possesses shared power to vote and direct the
disposition of the securities held by the Greenway Funds. In addition, as of the
Reporting Date, Walker Smith Capital, L.P. ("WSC") owned warrants to purchase
4,944 Shares, Walker Smith Capital (Q.P.), L.P. ("WSCQP") owned warrants to
purchase 29,672 Shares, Walker Smith International Fund, Ltd. ("WS
International") owned warrants to purchase 42,303 Shares, and HHMI Investments,
L.P. ("HHMI" and collectively with WSC, WSCQP and WS International, the "WS
Funds") owned warrants to purchase 16,446 Shares. WS Capital Management, L.P.
("WSC Management") is the general partner of WSC and WSCQP, the agent and
attorney-in-fact for WS International, and the investment manager for HHMI. WS
Capital, L.L.C. ("WS Capital") is the general partner of WSC Management. Reid S.
Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC
Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess
shared power to vote and to direct the disposition of the securities held by the
WS Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section
240.13d-3, (i) SRB Management, BCA and Steven R. Becker are deemed to
beneficially own 93,366 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date and (ii) WSC Management, WS
Capital, and Messrs. Reid S. Walker and G. Stacy Smith are deemed to
beneficially own 93,365 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date. The WS Funds and the Greenway
Funds agreed to co-invest on the investment in the Company. Each of the
reporting persons hereby expressly disclaims membership in a "group" under
Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules
and regulations thereunder with respect to the Shares reported herein, and this
Schedule 13G, as amended, shall not be deemed to be an admission that any such
reporting person is a member of such a group.
|
Item 1(a). Name of Issuer: Corgi International Limited
Item 1(b). Address of Issuer's Principal Executive Offices:
Unit 711 - 717 , 7/F., Tower A, New Mandarin Plaza
14 Science Museum Road, TST East, Kowloon
Hong Kong, S.A.R., China
Item 2(a). Name of Person Filing:
BC Advisors, LLC
SRB Management, L.P.
Steven R. Becker
WS Capital, L.L.C.
WS Capital Management, L.P.
Reid S. Walker
G. Stacy Smith
Item 2(b). Address of Principal Business Office or, if none, Residence:
300 Crescent Court, Suite 1111
Dallas, Texas 75201
Item 2(c). Citizenship:
BC Advisors, LLC: Texas
SRB Management, L.P.: Texas
Steven R. Becker: United States
WS Capital, L.L.C.: Texas
WS Capital Management, L.P.: Texas
Reid S. Walker: United States
G. Stacy Smith: United States
|
Item 2(d). Title of Class of Securities:
American Depositary Shares (Representing Ordinary Shares)
Item 2(e). CUSIP Number: 21872Q202
Item 3. Not Applicable.
Item 4. Ownership:
(a) Amount Beneficially Owned:
BC Advisors, LLC 93,366*
SRB Management, L.P. 93,366*
Steven R. Becker 93,366*
WS Capital, L.L.C. 93,365*
WS Capital Management, L.P. 93,365*
Reid S. Walker 93,365*
G. Stacy Smith 93,365*
|
(b) Percent of Class:
BC Advisors, LLC 0.7%*
SRB Management, L.P. 0.7%*
Steven R. Becker 0.7%*
WS Capital, L.L.C. 0.7%*
WS Capital Management, L.P. 0.7%*
Reid S. Walker 0.7%*
G. Stacy Smith 0.7%*
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
BC Advisors, LLC 0*
SRB Management, L.P. 0*
Steven R. Becker 0*
WS Capital, L.L.C. 0*
WS Capital Management, L.P. 0*
Reid S. Walker 0*
G. Stacy Smith 0*
|
(ii) shared power to vote or to direct the vote:
BC Advisors, LLC 93,366*
SRB Management, L.P. 93,366*
Steven R. Becker 93,366*
WS Capital, L.L.C. 93,365*
WS Capital Management, L.P. 93,365*
Reid S. Walker 93,365*
G. Stacy Smith 93,365*
|
(iii) sole power to dispose or to direct the disposition of:
BC Advisors, LLC 0*
SRB Management, L.P. 0*
Steven R. Becker 0*
WS Capital, L.L.C. 0*
WS Capital Management, L.P. 0*
Reid S. Walker 0*
G. Stacy Smith 0*
|
(iv) shared power to dispose or to direct the disposition of:
BC Advisors, LLC 93,366*
SRB Management, L.P. 93,366*
Steven R. Becker 93,366*
WS Capital, L.L.C. 93,365*
WS Capital Management, L.P. 93,365*
Reid S. Walker 93,365*
G. Stacy Smith 93,365*
-----------------
|
* Based on information set forth on the Form 6-K of Corgi International Limited
(the "Company"), as filed with the Securities and Exchange Commission (the
"SEC") on January 2, 2009, there were 12,793,341 shares of the Company's
American Depository Shares (the "Shares") issued and outstanding as of September
30, 2008. As of December 31, 2008 (the "Reporting Date"), SRB Greenway Capital,
L.P. ("SRBGC") owned warrants to purchase 1,264 Shares, SRB Greenway Capital
(Q.P.), L.P. ("SRBQP") owned warrants to purchase 22,285 Shares, SRB Greenway
Offshore Operating Fund, L.P. ("SRB Offshore") owned warrants to purchase 4,054
Shares, SRB Greenway Opportunity Fund, L.P. ("SRB Opportunity") owned warrants
to purchase 8,458 Shares, and SRB Greenway Opportunity Fund (QP), L.P. ("SRB
Opportunity QP" and together with SRBGC, SRBQP, SRB Offshore and SRB
Opportunity, the "Greenway Funds") owned warrants to purchase 57,305 Shares. SRB
Management, L.P. ("SRB Management") is the general partner of each of the
Greenway Funds. BC Advisors, LLC ("BCA") is the general partner of SRB
Management. Steven R. Becker is the sole member of BCA. As a result, SRB
Management, BCA and Mr. Becker possesses shared power to vote and direct the
disposition of the securities held by the Greenway Funds. In addition, as of the
Reporting Date, Walker Smith Capital, L.P. ("WSC") owned warrants to purchase
4,944 Shares, Walker Smith Capital (Q.P.), L.P. ("WSCQP") owned warrants to
purchase 29,672 Shares, Walker Smith International Fund, Ltd. ("WS
International") owned warrants to purchase 42,303 Shares, and HHMI Investments,
L.P. ("HHMI" and collectively with WSC, WSCQP and WS International, the "WS
Funds") owned warrants to purchase 16,446 Shares. WS Capital Management, L.P.
("WSC Management") is the general partner of WSC and WSCQP, the agent and
attorney-in-fact for WS International, and the investment manager for HHMI. WS
Capital, L.L.C. ("WS Capital") is the general partner of WSC Management. Reid S.
Walker and G. Stacy Smith are principals of WS Capital. As a result, WSC
Management, WS Capital, and Messrs. Reid S. Walker and G. Stacy Smith possess
shared power to vote and to direct the disposition of the securities held by the
WS Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section
240.13d-3, (i) SRB Management, BCA and Steven R. Becker are deemed to
beneficially own 93,366 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date and (ii) WSC Management, WS
Capital, and Messrs. Reid S. Walker and G. Stacy Smith are deemed to
beneficially own 93,365 Shares, or approximately 0.7% of the Shares deemed
issued and outstanding as of the Reporting Date. The WS Funds and the Greenway
Funds agreed to co-invest on the investment in the Company. Each of the
reporting persons hereby expressly disclaims membership in a "group" under
Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules
and regulations thereunder with respect to the Shares reported herein, and this
Schedule 13G, as amended, shall not be deemed to be an admission that any such
reporting person is a member of such a group.
Item 5. Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following |X|.
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
Not applicable.
Item 7. Identification and Classification of Subsidiary Which Acquired the
Securities:
Not applicable.
Item 8. Identification and Classification of Members of the Group:
Not applicable.
Item 9. Notice of Dissolution of Group:
Not applicable.
Item 10. Certification:
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 of 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.
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.
February 17, 2009
BC ADVISORS, LLC
By: /s/ Steven R. Becker
---------------------------------------------
Steven R. Becker, Member
|
SRB MANAGEMENT, L.P.
By: BC Advisors, LLC, its general partner
By: /s/ Steven R. Becker
---------------------------------------------
Steven R. Becker, Member
|
WS CAPITAL, L.L.C.
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
|
WS CAPITAL MANAGEMENT, L.P.
By: WS Capital, L.L.C., its general partner
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
/s/ Reid S. Walker
------------------------------------------------
REID S. WALKER
/s/ G. Stacy Smith
------------------------------------------------
G. STACY SMITH
/s/ Steven R. Becker
------------------------------------------------
STEVEN R. BECKER
|
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001)
EXHIBIT 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act
of 1934, as amended, the persons named below agree to the joint filing on behalf
of each of them a Statement on Schedule 13G (including amendments thereto) with
regard to the common stock of Corgi International Limited and further agree that
this Joint Filing Agreement be included as an Exhibit to such joint filings. In
evidence thereof, the undersigned, being duly authorized, hereby execute this
Joint Filing Agreement as of February 17, 2009.
BC ADVISORS, LLC
By: /s/ Steven R. Becker
---------------------------------------------
Steven R. Becker, Member
|
SRB MANAGEMENT, L.P.
By: BC Advisors, LLC, its general partner
By: /s/ Steven R. Becker
---------------------------------------------
Steven R. Becker, Member
|
WS CAPITAL, L.L.C.
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
|
WS CAPITAL MANAGEMENT, L.P.
By: WS Capital, L.L.C., its general partner
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
/s/ Reid S. Walker
------------------------------------------------
REID S. WALKER
/s/ G. Stacy Smith
------------------------------------------------
G. STACY SMITH
/s/ Steven R. Becker
------------------------------------------------
STEVEN R. BECKER
|
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