UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G |
(Rule 13d-102) |
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Information
Statement Pursuant to Rules 13d-1 and 13d-2 |
(Amendment No. )* |
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Indevus Pharmaceuticals, Inc. |
(Name of Issuer) |
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Common Stock |
(Title of Class of Securities) |
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454072109 |
(CUSIP Number) |
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September 11, 2003 |
Date of Event Which Requires Filing of the Statement |
Check the appropriate box to designate the rule pursuant to which this Schedule 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 persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on 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).
Page 1 of 19
CUSIP NO. 454072109 |
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Illinois limited partnership U.S.A. |
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NUMBER OF |
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PN; HC |
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(1) See footnote 1 in Item 4.
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(b) |
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Delaware limited partnership U.S.A. |
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NUMBER OF
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0 |
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0 |
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See Row 6 above. |
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See
Row 6 above. |
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o |
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PN; HC |
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(1) See footnote 1 in Item 4.
Page 3 of 19
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Page 4 of 19 Pages |
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(b) |
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Delaware limited liability company U.S.A. |
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NUMBER OF
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0 |
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0 |
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See Row 6 above. |
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See Row 6 above. |
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o |
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OO; HC |
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(1) See footnote 1 in Item 4.
Page 4 of 19
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Page 5 of 19 Pages |
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(b) |
o |
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U.S. Citizen U.S.A. |
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NUMBER OF
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0 |
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0 |
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See Row 6 above. |
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See Row 6 above. |
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o |
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IN; HC |
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(1) See footnote 1 in Item 4.
Page 5 of 19
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Page 6 of 19 Pages |
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(a) |
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(b) |
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Illinois limited partnership |
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NUMBER OF
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0 |
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0 |
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See Row 6 above. |
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See Row 6 above. |
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o |
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PN; HC |
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(1) See footnote 1 in Item 4.
Page 6 of 19
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Page 7 of 19 Pages |
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(a) |
ý |
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(b) |
o |
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Bermuda company |
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NUMBER OF
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0 |
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0 |
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See Row 6 above. |
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See Row 6 above. |
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o |
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CO; HC |
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(1) See footnote 1 in Item 4.
Page 7 of 19
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Page 8 of 19 Pages |
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(a) |
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(b) |
o |
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Cayman Islands company |
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NUMBER OF
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0 |
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0 |
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See Row 6 above. |
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See Row 6 above. |
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o |
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CO |
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(1) See footnote 1 in Item 4.
Page 8 of 19
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Page 9 of 19 Pages |
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(a) |
ý |
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(b) |
o |
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Cayman Islands company |
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NUMBER OF
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0 |
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0 |
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See Row 6 above. |
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See Row 6 above. |
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o |
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CO |
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(1) See footnote 1 in Item 4.
Page 9 of 19
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Page 10 of 19 Pages |
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(a) |
ý |
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(b) |
o |
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Cayman Islands company |
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NUMBER OF
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0 |
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0 |
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See Row 6 above. |
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See Row 6 above. |
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o |
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CO |
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(1) See footnote 1 in Item 4.
Page 10 of 19
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Page 11 of 19 Pages |
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(a) |
ý |
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(b) |
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Cayman Islands company |
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NUMBER OF
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0 |
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0 |
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See Row 6 above. |
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See Row 6 above. |
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o |
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CO |
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(1) See footnote 1 in Item 4.
Page 11 of 19
CUSIP NO. 454072109 |
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13G |
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Page 12 of 19 Pages |
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(a) |
ý |
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(b) |
o |
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Delaware limited partnership |
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NUMBER OF
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0 |
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0 |
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See Row 6 above. |
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See Row 6 above. |
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o |
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PN |
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(1) See footnote 1 in Item 4.
Page 12 of 19
CUSIP NO. 454072109 |
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13G |
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Page 13 of 19 Pages |
Item 1(a) Name of Issuer: INDEVUS PHARMACEUTICALS, INC.
1(b) Address of Issuers Principal Executive Offices:
One Ledgemont Center
99 Hayden Avenue
Suite 200
Lexington, Massachusetts 02421
Item 2(a) Name
of Person Filing
Item 2(b) Address
of Principal Business Office
Item 2(c) Citizenship
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Citadel Limited Partnership |
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131 S. Dearborn Street |
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32nd Floor |
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Chicago, Illinois 60603 |
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Illinois limited partnership |
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GLB Partners, L.P. |
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131 S. Dearborn Street |
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32nd Floor |
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Chicago, Illinois 60603 |
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Delaware limited partnership |
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Citadel Investment Group, L.L.C. |
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131 S. Dearborn Street |
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32nd Floor |
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Chicago, Illinois 60603 |
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Delaware limited liability company |
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Kenneth Griffin |
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131 S. Dearborn Street |
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32nd Floor |
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Chicago, Illinois 60603 |
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U.S. Citizen |
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Citadel Wellington Partners L.P. |
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c/o Citadel Investment Group, L.L.C. |
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131 S. Dearborn Street |
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32nd Floor |
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Chicago, Illinois 60603 |
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Illinois limited partnership |
Page 13 of 19
CUSIP NO. 454072109 |
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13G |
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Page 14 of 19 Pages |
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Citadel Kensington Global Strategies Fund Ltd. |
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c/o Citadel Investment Group, L.L.C. |
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131 S. Dearborn Street |
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32nd Floor |
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Chicago, Illinois 60603 |
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Bermuda company |
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Citadel Equity Fund Ltd. |
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c/o Citadel Investment Group, L.L.C. |
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131 S. Dearborn Street |
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32nd Floor |
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Chicago, Illinois 60603 |
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Cayman Islands company |
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Citadel Jackson Investment Fund Ltd. |
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c/o Citadel Investment Group, L.L.C. |
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131 S. Dearborn Street |
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32nd Floor |
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Chicago, Illinois 60603 |
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Cayman Islands company |
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Citadel Equity Opportunity Investments Ltd. |
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c/o Citadel Investment Group, L.L.C. |
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131 S. Dearborn Street |
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32nd Floor |
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Chicago, Illinois 60603 |
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Cayman Islands company |
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Citadel Equity Opportunity Fund Ltd. |
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c/o Citadel Investment Group, L.L.C. |
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131 S. Dearborn Street |
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32nd Floor |
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Chicago, Illinois 60603 |
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Cayman Islands company |
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Citadel Equity Opportunity Fund L.P. |
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c/o Citadel Investment Group, L.L.C. |
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131 S. Dearborn Street |
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32nd Floor |
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Chicago, Illinois 60603 |
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Delaware limited partnership |
Page 14 of 19
CUSIP NO. 454072109 |
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13G |
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Page 15 of 19 Pages |
2(d) Title of Class of Securities:
Common Stock, par value $0.001 per share
2(e) CUSIP Number: 454072109
Item 3 If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Exchange Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act;
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act;
(d) [ ] Investment company registered under Section 8 of the Investment Company Act;
(e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this box. ý
Item 4 Ownership:
CITADEL
LIMITED PARTNERSHIP
GLB PARTNERS, L.P.
CITADEL INVESTMENT GROUP, L.L.C.
KENNETH GRIFFIN
CITADEL WELLINGTON PARTNERS L.P.
CITADEL KENSINGTON GLOBAL STRATEGIES FUND LTD.
CITADEL EQUITY FUND LTD.
CITADEL JACKSON INVESTMENT FUND LTD.
Page 15 of 19
CUSIP NO. 454072109 |
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13G |
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Page 16 of 19 Pages |
CITADEL EQUITY OPPORTUNITY INVESTMENTS LTD.
CITADEL EQUITY OPPORTUNITY FUND LTD.
CITADEL EQUITY OPPORTUNITY FUND L.P.
(a) Amount beneficially owned:
900,000 shares of Common Stock
$10,250,000 in principal amount of the Companys 6.25% Convertible Senior Notes (convertible into 1,539,964 shares of Common Stock) (1)
(b) Percent of Class:
Approximately 5.0% as of the date of this filing (based on 47,041,360 shares of Common Stock issued and outstanding as of August 12, 2003, plus the shares of Common Stock issuable upon the conversion of the Convertible Senior Notes referred to in item (a) above).
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
0
(ii) shared power to vote or to direct the vote:
See item (a) above.
(iii) sole power to dispose or to direct the disposition of:
0
(iv) shared power to dispose or to direct the disposition of:
See item (a) above.
(1) The securities reported herein include (i) 900,000 shares of the Companys common stock, par value $0.001 per share (the Common Stock) and (ii) 1,539,964 shares of Common Stock that the Reporting Persons may acquire in the future through the conversion of $10,250,000 in principal amount of 6.25% Convertible Senior Notes which may be converted by the Reporting Persons at any time prior to and including July 15, 2008 into shares of the Common Stock at the conversion rate of approximately 150.24 shares per $1,000 principal amount, subject to adjustment upon certain dilutive events.
Item 5 Ownership of Five Percent or Less of a Class:
Not Applicable.
Page 16 of 19
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13G |
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Page 17 of 19 Pages |
Item 6 Ownership of More than Five Percent on Behalf of Another Person:
Not Applicable.
Item 7 Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company:
See Item 2 above.
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.
* Adam C. Cooper is signing on behalf of Kenneth Griffin as attorney-in-fact pursuant to a power of attorney previously filed with the Securities and Exchange Commission on November 19, 2002, and hereby incorporated by reference herein. The power of attorney was filed as an attachment to a filing by Citadel Limited Partnership on Form 3 for Metals USA, Inc.
Page 17 of 19
CUSIP NO. 454072109 |
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13G |
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Page 18 of 19 Pages |
After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated this 19th day of September, 2003 |
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KENNETH GRIFFIN |
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By: |
/s/ Adam C. Cooper |
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Adam C. Cooper, attorney-in-fact* |
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CITADEL LIMITED PARTNERSHIP |
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CITADEL INVESTMENT GROUP, L.L.C. |
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By: |
GLB Partners, L.P., |
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By: |
/s/ Adam C. Cooper |
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its General Partner |
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Adam C. Cooper, Senior Managing |
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By: |
Citadel Investment Group, L.L.C., |
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its General Partner |
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CITADEL EQUITY FUND LTD. |
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By: |
/s/ Adam C. Cooper |
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By: |
Citadel Limited Partnership, |
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Adam C. Cooper, Senior Managing |
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its Portfolio Manager |
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By: |
GLB Partners, L.P., |
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GLB PARTNERS, L.P. |
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its General Partner |
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By: |
Citadel Investment Group, L.L.C., |
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By: |
Citadel Investment Group, L.L.C., |
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its General Partner |
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its General Partner |
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By: |
/s/ Adam C. Cooper |
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By: |
/s/ Adam C. Cooper |
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Adam C. Cooper, Senior Managing |
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Adam C. Cooper, Senior Managing |
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CITADEL
WELLINGTON PARTNERS |
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CITADEL
KENSINGTON GLOBAL |
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By: |
Citadel Limited Partnership, |
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By: |
Citadel Limited Partnership, |
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its General Partner |
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its Portfolio Manager |
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By: |
GLB Partners, L.P., |
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By: |
GLB Partners, L.P., |
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its General Partner |
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its General Partner |
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By: |
Citadel Investment Group, L.L.C., |
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By: |
Citadel Investment Group, L.L.C., |
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its General Partner |
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its General Partner |
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By: |
/s/ Adam C. Cooper |
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By: |
/s/ Adam C. Cooper |
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Adam C. Cooper, Senior Managing |
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Adam C. Cooper, Senior Managing |
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Page 18 of 19
CUSIP NO. 454072109 |
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13G |
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Page 19 of 19 Pages |
CITADEL JACKSON INVESTMENT FUND LTD. |
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CITADEL EQUITY OPPORTUNITY FUND LTD. |
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By: |
Citadel Limited Partnership, |
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By: |
Citadel Limited Partnership, |
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its Portfolio Manager |
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its Portfolio Manager |
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By: |
GLB Partners, L.P., |
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By: |
GLB Partners, L.P., |
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its General Partner |
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its General Partner |
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By: |
Citadel Investment Group, L.L.C., |
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By: |
Citadel Investment Group, L.L.C., |
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its General Partner |
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its General Partner |
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By: |
/s/ Adam C. Cooper |
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By: |
/s/ Adam C. Cooper |
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Adam C. Cooper, Senior Managing |
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Adam C. Cooper, Senior
Managing |
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CITADEL
EQUITY OPPORTUNITY |
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CITADEL EQUITY OPPORTUNITY |
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By: |
Citadel Limited Partnership, |
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By: |
Citadel Limited Partnership, |
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its General Partner |
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its Portfolio Manager |
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By: |
GLB Partners, L.P., |
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By: |
GLB Partners, L.P., |
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its General Partner |
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its General Partner |
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By: |
Citadel Investment Group, L.L.C., |
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By: |
Citadel Investment Group, L.L.C., |
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its General Partner |
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its General Partner |
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By: |
/s/ Adam C. Cooper |
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By: |
/s/ Adam C. Cooper |
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Adam C. Cooper, Senior Managing |
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Adam C. Cooper, Senior
Managing |
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Page 19 of 19