UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| ||||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
3% Senior Note Due 2013 | Â (2) | Â (2) | Common Stock | $ 70,000,000 | $ (2) | I | See footnote (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ROUST TRADING LTD. 25 BELMONT HILLS DRIVE WARWICK WK 06, D0 |
 |  X |  |  |
Tariko Roustam C/O CJSC "RUSSIAN STANDARD" CORPORATION 12 KRASNOPRESNENSKAYA NAB. OFFICE 1507 MOSCOW, 1Z 123610 |
 |  X |  |  |
/s/ Wendell M. Hollis, as Authorized Representative of Roust Trading Ltd. | 05/15/2012 | |
**Signature of Reporting Person | Date | |
/s/ Roustam Tariko | 05/15/2012 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The Common Stock is held directly by Roust Trading Ltd. ("RTL"). Mr. Roustam Tariko ("Mr. Tariko") indirectly owns all of the equity interests of and controls RTL and, by virtue of this relationship, may be deemed to beneficially own the shares of Common Stock owned by RTL. |
(2) | An affiliate of each of RTL and Mr. Tariko that is indirectly majority-owned and controlled by RTL and indirectly owned and controlled by Mr. Tariko, purchased, at par, the Issuer's 3% Senior Note Due 2013, with a face value of $70,000,000 and a maturity date of March 18, 2013. Pursuant to the terms of a Securities Purchase Agreement entered into between the Issuer and RTL on April 23, 2012, a copy of which was filed by the Issuer on April 24, 2012 as Exhibit 10.1 to the Issuer's Current Report on Form 8-K, upon approval by the Issuer's stockholders, the 3% Senior Note can effectively be exchanged by the Issuer (after January 30, 2012) or RTL (upon the Second Closing (as defined in the Securities Purchase Agreement)) into a number of shares of Common Stock of the Issuer equal to (i) the $70,000,000 face value of such note plus accrued and unpaid interest thereon as of the time that such note effectively becomes exchangeable divided by (ii) $5.25. |
(3) | By virtue of the relationships described in footnote 2 above, RTL and Mr. Tariko may be deemed to beneficially own the 3% Senior Note held by their affiliate. |