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 |
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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) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Pershing Square Capital Management, L.P. 888 SEVENTH AVENUE, 29TH FLOOR NEW YORK, NY 10019 |
 |  X |  |  |
PS Management GP, LLC 888 SEVENTH AVENUE, 29TH FLOOR NEW YORK, NY 10019 |
 |  X |  |  |
Pershing Square GP, LLC 888 SEVENTH AVENUE, 29TH FLOOR NEW YORK, NY 10019 |
 |  X |  |  |
ACKMAN WILLIAM A 888 SEVENTH AVENUE, 29TH FLOOR NEW YORK, NY 10019 |
 |  X |  |  |
PERSHING SQUARE CAPITAL MANAGEMENT, L.P. By: PS Management GP, LLC, its General Partner By: /s/ William A. Ackman, Managing Member | 01/24/2007 | |
**Signature of Reporting Person | Date | |
PS MANAGEMENT GP, LLC, By: /s/ William A. Ackman, Managing Member | 01/24/2007 | |
**Signature of Reporting Person | Date | |
PERSHING SQUARE GP, LLC, By: /s/ William A. Ackman, Managing Member | 01/24/2007 | |
**Signature of Reporting Person | Date | |
/s/ William A. Ackman | 01/24/2007 | |
**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) | In addition to Pershing Square Capital Management, L.P. ("PS Capital"), this Form 3 is being filed jointly by PS Management GP, LLC ("PS Management"), Pershing Square GP, LLC ("PSGP") and William A. Ackman ("Ackman"), each of whom has the same business address as PS Capital and may be deemed to have a pecuniary interest in securities beneficially owned by it. |
(2) | Represents 6,899,332 shares held for the account of Pershing Square, L.P. ("PSI"), 86,343 shares held for the account of Pershing Square II, L.P. ("PSII") and 8,738,659 shares held for the account of Pershing Square International, Ltd. ("PSIL") (the shares held for the accounts of PSI, PSII and PSIL collectively, the "Subject Shares"), all of which are investment funds for which PS Capital acts as investment adviser and PS Capital may be deemed the beneficial owner of the Subject Shares. PS Management is general partner of PS Capital and may be deemed beneficial owner of the Subject Shares. (Continued in footnote 3). |
(3) | PSGP is general partner of PSI and PSII and may be deemed beneficial owner of shares held for the accounts of PSI and PSII. Ackman is the managing member of PSGP and PS Management and may be deemed beneficial owner of the Subject Shares. Each of PS Capital, PS Management, PSGP and Ackman disclaims beneficial ownership of the securities reported hereon except to the extent of its or his pecuniary interest therein. |