|
1.
|
NAMES
OF REPORTING PERSONS
|
|
|
ROCCA
& PARTNERS S.A.
|
||
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
||
|
00-0000000
|
||
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
|
|
(a) ¨
|
||
|
(b) ¨
|
||
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
BRITISH
VIRGIN ISLANDS
|
||
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5.
|
SOLE
VOTING POWER: 0
|
|
6.
|
SHARED
VOTING POWER: 717,440,187
|
|
|
7.
|
SOLE
DISPOSITIVE POWER: 0
|
|
|
8.
|
SHARED
DISPOSITIVE POWER:
717,440,187
|
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
|
|
|
PERSON:
717,440,187
|
||
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
|
|
|
CERTAIN
SHARES (SEE INSTRUCTIONS)
|
||
|
¨
|
|
|
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 60.8%
|
|
|
12.
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS): CO
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
|
|
|
SAN
FAUSTIN N.V.
|
||
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
||
|
00-0000000
|
||
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
|
|
(a) ¨
|
||
|
(b) ¨
|
||
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
NETHERLANDS
ANTILLES
|
||
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5.
|
SOLE
VOTING POWER: 0
|
|
6.
|
SHARED
VOTING POWER: 717,440,187
|
|
|
7.
|
SOLE
DISPOSITIVE POWER: 0
|
|
|
8.
|
SHARED
DISPOSITIVE POWER:
717,440,187
|
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
|
|
|
PERSON:
717,440,187
|
||
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
|
|
|
CERTAIN
SHARES (SEE INSTRUCTIONS)
|
||
|
¨
|
|
|
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 60.8%
|
|
|
12.
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS): CO
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
|
|
|
I.I.I.
INDUSTRIAL INVESTMENTS INC.
|
||
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
||
|
00-0000000
|
||
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
|
|
|
(a) ¨
|
|
|
|
(b) ¨
|
|
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
CAYMAN
ISLANDS
|
||
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5.
|
SOLE
VOTING POWER: 717,440,187
|
|
6.
|
SHARED
VOTING POWER: 0
|
|
|
7.
|
SOLE
DISPOSITIVE POWER: 717,440,187
|
|
|
8.
|
SHARED
DISPOSITIVE POWER:
0
|
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
|
|
|
PERSON:
717,440,187
|
||
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
|
|
|
CERTAIN
SHARES (SEE INSTRUCTIONS)
|
||
|
o
|
||
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 60.8%
|
|
|
12.
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS): CO
|
|
|
(a)
|
Name
of Issuer:
|
|
(b)
|
Address
of Issuer’s Principal Executive
Offices:
|
|
(a)
|
Name
of Person Filing:
|
|
(b)
|
Address
of Principal Business Office or, if none,
Residence:
|
|
(c)
|
Title
of Class of Securities:
|
|
(d)
|
CUSIP
Number:
|
|
Item 3.
|
If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c),
check whether the person filing is a: (Not
Applicable)
|
|
(a)
|
¨ Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o);
|
|
(b)
|
¨ Bank
as defined in section 3(a)(6) of the Act (15 U.S.C.
78c);
|
|
(c)
|
¨ Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c);
|
|
(d)
|
¨ Investment
company registered under section 8 of the Investment Company Act of 1940
(15 U.S.C. 80a-8);
|
|
(e)
|
¨ An
investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E);
|
|
(f)
|
¨ An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F);
|
|
(g)
|
¨ A
parent holding company or control person in accordance with
§240.13d-1(b)(1)(ii)(G);
|
|
(h)
|
¨ A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C.
1813);
|
|
(i)
|
¨ A
church plan that is excluded from the definition of an investment company
under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3);
|
|
(j)
|
¨ Group,
in accordance with
§240.13d-1(b)(1)(ii)(J).
|
|
Item 4.
|
Ownership.
|
|
(a)
|
Amount
beneficially owned:
|
|
(b)
|
Percent
of class:
|
|
(c)
|
Number
of shares as to which the person
has:
|
|
(i)
|
Sole
power to vote or to direct the
vote:
|
|
(ii)
|
Shared
power to vote or to direct the
vote:
|
|
(iii)
|
Sole
power to dispose or to direct the disposition
of:
|
|
(iv)
|
Shared
power to dispose or to direct the disposition
of:
|
|
Item 5.
|
Ownership
of Five Percent or Less of a Class.
|
|
Item 6.
|
Ownership
of More than Five Percent on Behalf of Another
Person.
|
|
Item 7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding
Company.
|
|
Item 8.
|
Identification
and Classification of Members of the
Group.
|
|
Item 9.
|
Notice
of Dissolution of Group.
|
|
Item 10.
|
Certification.
|
|
/s/
Fernando Mantilla
|
|
|
Fernando
Mantilla
|
|
|
Attorney-in-fact
|
|
/s/
Fernando Mantilla
|
|
|
Fernando
Mantilla
|
|
|
Attorney-in-fact
|
|
/s/
Fernando Mantilla
|
|
|
Fernando
Mantilla
|
|
|
Attorney-in-fact
|
|
Exhibit
|
Description
|
|
A
|
Power
of Attorney for I.I.I. Industrial Investments Inc., dated February 6, 2006
*
|
|
B
|
Power
of Attorney for Rocca & Partners S.A., dated February 2, 2004
**
|
|
C
|
Power
of Attorney for San Faustín N.V., dated January 17, 2003
***
|