SCHEDULE 13G
Amendment No. 0
PHIBRO ANIMAL HEALTH CORP
CLASS A COMMON STOCK
Cusip #71742Q106
Cusip #71742Q106
Item 1: Reporting Person - FMR LLC
Item 4: Delaware
Item 5: 74,000
Item 6: 0
Item 7: 3,127,000
Item 8: 0
Item 9: 3,127,000
Item 11: 17.927%
Item 12: HC
Cusip #71742Q106
Item 1: Reporting Person - Edward C. Johnson 3d
Item 4: United States of America
Item 5: 0
Item 6: 0
Item 7: 3,127,000
Item 8: 0
Item 9: 3,127,000
Item 11: 17.927%
Item 12: IN
SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)
Item 1(a). Name of Issuer:
PHIBRO ANIMAL HEALTH CORP
Item 1(b). Name of Issuer's Principal Executive Offices:
GLENPOINTE CENTRE EAST, 3RD FLOOR
300 FRANK W. BURR BLVD., SUITE 21
TEANECK, NJ 07666
USA
Item 2(a). Name of Person Filing:
FMR LLC
Item 2(b). Address or Principal Business Office or, if None,
Residence:
245 Summer Street, Boston, Massachusetts 02210
Item 2(c). Citizenship:
Not applicable
Item 2(d). Title of Class of Securities:
CLASS A COMMON STOCK
Item 2(e). CUSIP Number:
71742Q106
Item 3. This statement is filed pursuant to Rule 13d-1(b) or 13d-2(b)
and the person filing,
FMR LLC, is a parent holding company in accordance with Section 240.13d-
1(b)(ii)(G). (Note: See Item 7).
Item 4. Ownership
(a) Amount Beneficially Owned: 3,127,000
(b) Percent of Class: 17.927%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
74,000
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the
disposition of: 3,127,000
(iv) shared power to dispose or to direct the
disposition of: 0
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Various persons have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, the
CLASS A COMMON STOCK of PHIBRO ANIMAL HEALTH CORP. The interest of one
person, FIDELITY LOW PRICED STOCK FUND, an investment company registered
under the Investment Company Act of 1940, in the CLASS A COMMON STOCK of
PHIBRO ANIMAL HEALTH CORP, amounted to 1,000,000 shares or 5.733% of the
total outstanding CLASS A COMMON STOCK at April 30, 2014. The interest of
one person, Fidelity Advisor Small Cap Fund, an investment company
registered under the Investment Company Act of 1940, in the CLASS A COMMON
STOCK of PHIBRO ANIMAL HEALTH CORP, amounted to 1,301,400 shares or 7.461%
of the total outstanding CLASS A COMMON STOCK at April 30, 2014.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding Company.
See attached Exhibit A.
Item 8. Identification and Classification of Members of the Group.
Not applicable. See attached Exhibit A.
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 acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the
effect of changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a participant in
any transaction having such 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.
May 9, 2014
Date
/s/ Scott C. Goebel
Signature
Scott C. Goebel
Duly authorized under Power of Attorney effective as of June 1, 2008,
by and on behalf of FMR LLC and its direct and indirect subsidiaries
SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)
Pursuant to the instructions in Item 7 of Schedule 13G,
Fidelity Management & Research Company ("Fidelity"), 245 Summer Street,
Boston, Massachusetts 02210, a wholly-owned subsidiary of FMR LLC and an
investment adviser registered under Section 203 of the Investment Advisers
Act of 1940, is the beneficial owner of 3,053,000 shares or 17.503% of the
CLASS A COMMON STOCK outstanding of PHIBRO ANIMAL HEALTH CORP ("the
Company") as a result of acting as investment adviser to various investment
companies registered under Section 8 of the Investment Company Act of 1940.
The ownership of one investment company, FIDELITY LOW
PRICED STOCK FUND, amounted to 1,000,000 shares or 5.733% of the CLASS A
COMMON STOCK outstanding. FIDELITY LOW PRICED STOCK FUND has its principal
business office at 245 Summer Street, Boston, Massachusetts 02210.
The ownership of one investment company, Fidelity Advisor
Small Cap Fund, amounted to 1,301,400 shares or 7.461% of the CLASS A
COMMON STOCK outstanding. Fidelity Advisor Small Cap Fund has its principal
business office at 245 Summer Street, Boston, Massachusetts 02210.
Edward C. Johnson 3d and FMR LLC, through its control of
Fidelity, and the funds each has sole power to dispose of the 3,053,000
shares owned by the Funds.
Members of the family of Edward C. Johnson 3d, Chairman of
FMR LLC, are the predominant owners, directly or through trusts, of Series
B voting common shares of FMR LLC, representing 49% of the voting power of
FMR LLC. The Johnson family group and all other Series B shareholders have
entered into a shareholders' voting agreement under which all Series B
voting common shares will be voted in accordance with the majority vote of
Series B voting common shares. Accordingly, through their ownership of
voting common shares and the execution of the shareholders' voting
agreement, members of the Johnson family may be deemed, under the
Investment Company Act of 1940, to form a controlling group with respect to
FMR LLC.
Neither FMR LLC nor Edward C. Johnson 3d, Chairman of FMR
LLC, has the sole power to vote or direct the voting of the shares owned
directly by the Fidelity Funds, which power resides with the Funds' Boards
of Trustees. Fidelity carries out the voting of the shares under written
guidelines established by the Funds' Boards of Trustees.
Fidelity Management Trust Company, 245 Summer Street,
Boston, Massachusetts 02210, a wholly-owned subsidiary of FMR LLC and a
bank as defined in Section 3(a)(6) of the Securities Exchange Act of 1934,
is the beneficial owner of 24,000 shares or 0.138% of the CLASS A COMMON
STOCK outstanding of the Company as a result of its serving as investment
manager of the institutional account(s).
Edward C. Johnson 3d and FMR LLC, through its control of
Fidelity Management Trust Company, each has sole dispositive power over
24,000 shares and sole power to vote or to direct the voting of 24,000
shares of CLASS A COMMON STOCK owned by the institutional account(s) as
reported above.
Pyramis Global Advisors, LLC ("PGALLC"), 900 Salem Street,
Smithfield, Rhode Island 02917, an indirect wholly-owned subsidiary of FMR
LLC and an investment adviser registered under Section 203 of the
Investment Advisers Act of 1940, is the beneficial owner of 50,000 shares
or 0.287% of the outstanding CLASS A COMMON STOCK of PHIBRO ANIMAL HEALTH
CORP as a result of its serving as investment adviser to institutional
accounts, non-U.S. mutual funds, or investment companies registered under
Section 8 of the Investment Company Act of 1940 owning such shares.
Edward C. Johnson 3d and FMR LLC, through its control of
PGALLC, each has sole dispositive power over 0 shares and sole power to
vote or to direct the voting of 50,000 shares of CLASS A COMMON STOCK owned
by the institutional accounts or funds advised by PGALLC as reported above.
SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)
RULE 13d-1(f)(1) AGREEMENT
The undersigned persons, on May 9, 2014, agree and consent
to the joint filing on their behalf of this Schedule 13G in connection with
their beneficial ownership of the CLASS A COMMON STOCK of PHIBRO ANIMAL
HEALTH CORP at April 30, 2014.
FMR LLC
By /s/ Scott C. Goebel
Scott C. Goebel
Duly authorized under Power of Attorney effective as of June 1, 2008, by
and on behalf of FMR LLC and its direct and indirect subsidiaries
Edward C. Johnson 3d
By /s/ Scott C. Goebel
Scott C. Goebel
Duly authorized under Power of Attorney effective as of June 1, 2008, by
and on behalf of Edward C. Johnson 3d
Fidelity Management & Research Company
By /s/ Scott C. Goebel
Scott C. Goebel
Senior V.P. and General Counsel
FIDELITY LOW PRICED STOCK FUND
By /s/ Scott C. Goebel
Scott C. Goebel
Secretary
Fidelity Advisor Small Cap Fund
By /s/ Scott C. Goebel
Scott C. Goebel
Secretary
Document-Separator. This page separates the filing documents of two
notifications.
Page of
Exhibit A