SECURITIES AND EXCHANGE COMMISSION
|
||
Washington, D.C. 20549
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||
SCHEDULE 13G/A*
|
||
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
||
(Amendment No. 1)*
|
||
International Paper Company |
|
|
(Name of Issuer)
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||
COMMON STOCK, PAR VALUE $1.00 per share
|
|
|
(Title of Class of Securities)
|
||
460146103 |
|
|
(CUSIP Number)
|
||
December 31, 2010 |
|
|
(Date of event which requires filing of this statement)
|
||
Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
|
||
¨
|
Rule 13d-1(b)
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|
x
|
Rule 13d-1(c)
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¨
|
Rule 13d-1(d)
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CUSIP No. 460146103
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13G/A
|
Page 2 of 18 Pages
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
TPG-Axon Capital Management, L.P. ("TPG-Axon Management")
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
|
(a) x
(b) ¨
|
||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
0
|
||||
6
|
SHARED VOTING POWER
6,300,000 shares of Common Stock
|
|||||
7
|
SOLE DISPOSITIVE POWER
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
6,300,000 shares of Common Stock
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,300,000 shares of Common Stock
|
|||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
|
¨
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.4%*
|
|||||
12
|
TYPE OF REPORTING PERSON**
PN
|
CUSIP No. 460146103
|
13G/A
|
Page 3 of 18 Pages
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
TPG-Axon Partners GP, L.P. ("PartnersGP")
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
|
(a) x
(b) ¨
|
||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
0
|
||||
6
|
SHARED VOTING POWER
6,300,000 shares of Common Stock
|
|||||
7
|
SOLE DISPOSITIVE POWER
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
6,300,000 shares of Common Stock
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,300,000 shares of Common Stock
|
|||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
|
¨
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.4%*
|
|||||
12
|
TYPE OF REPORTING PERSON**
PN
|
CUSIP No. 460146103
|
13G/A
|
Page 4 of 18 Pages
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
TPG-Axon GP, LLC ("GPLLC")
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
|
(a) x
(b) ¨
|
||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
0
|
||||
6
|
SHARED VOTING POWER
6,300,000 shares of Common Stock
|
|||||
7
|
SOLE DISPOSITIVE POWER
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
6,300,000 shares of Common Stock
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,300,000 shares of Common Stock
|
|||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
|
¨
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.4%*
|
|||||
12
|
TYPE OF REPORTING PERSON**
OO
|
CUSIP No. 460146103
|
13G/A
|
Page 5 of 18 Pages
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
TPG-Axon Partners, LP ("TPG-Axon Domestic")
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
|
(a) x
(b) ¨
|
||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
0
|
||||
6
|
SHARED VOTING POWER
2,457,000 shares of Common Stock
|
|||||
7
|
SOLE DISPOSITIVE POWER
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
2,457,000 shares of Common Stock
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,457,000 shares of Common Stock
|
|||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
|
¨
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.6%*
|
|||||
12
|
TYPE OF REPORTING PERSON**
PN
|
CUSIP No. 460146103
|
13G/A
|
Page 6 of 18 Pages
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
TPG-Axon Partners (Offshore), Ltd. ("TPG-Axon Offshore")
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
|
(a) x
(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
0
|
||||
6
|
SHARED VOTING POWER
3,843,000 shares of Common Stock
|
|||||
7
|
SOLE DISPOSITIVE POWER
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
3,843,000 shares of Common Stock
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,843,000 shares of Common Stock
|
|||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
|
¨
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.9%*
|
|||||
12
|
TYPE OF REPORTING PERSON**
CO
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CUSIP No. 460146103
|
13G/A
|
Page 7 of 18 Pages
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
TPG-Axon International, L.P. ("TPG-Axon International")
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
|
(a) x
(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
0
|
||||
6
|
SHARED VOTING POWER
3,843,000 shares of Common Stock
|
|||||
7
|
SOLE DISPOSITIVE POWER
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
3,843,000 shares of Common Stock
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,843,000 shares of Common Stock
|
|||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
|
¨
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.9%*
|
|||||
12
|
TYPE OF REPORTING PERSON**
PN
|
CUSIP No. 460146103
|
13G/A
|
Page 8 of 18 Pages
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
TPG-Axon International GP, LLC ("InternationalGP")
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
|
(a) x
(b) ¨
|
||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
0
|
||||
6
|
SHARED VOTING POWER
3,843,000 shares of Common Stock
|
|||||
7
|
SOLE DISPOSITIVE POWER
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
3,843,000 shares of Common Stock
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,843,000 shares of Common Stock
|
|||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
|
¨
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.9%*
|
|||||
12
|
TYPE OF REPORTING PERSON**
OO
|
CUSIP No. 460146103
|
13G/A
|
Page 9 of 18 Pages
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Dinakar Singh LLC ("Singh LLC")
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
|
(a) x
(b) ¨
|
||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
0
|
||||
6
|
SHARED VOTING POWER
6,300,000 shares of Common Stock
|
|||||
7
|
SOLE DISPOSITIVE POWER
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
6,300,000 shares of Common Stock
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,300,000 shares of Common Stock
|
|||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
|
¨
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.4%*
|
|||||
12
|
TYPE OF REPORTING PERSON**
OO
|
CUSIP No. 460146103
|
13G/A
|
Page 10 of 18 Pages
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Dinakar Singh ("Mr. Singh")
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP**
|
(a) x
(b) ¨
|
||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
0
|
||||
6
|
SHARED VOTING POWER
6,300,000 shares of Common Stock
|
|||||
7
|
SOLE DISPOSITIVE POWER
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
6,300,000 shares of Common Stock
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,300,000 shares of Common Stock
|
|||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES**
|
¨
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.4%*
|
|||||
12
|
TYPE OF REPORTING PERSON**
IN
|
CUSIP No. 460146103
|
13G/A
|
Page 11 of 18 Pages
|
Item 1 .
|
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(a)
|
NAME OF ISSUER: International Paper Company
|
|
(b)
|
ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
|
|
6400 Poplar Avenue
|
||
Memphis, TN 38197
|
Item 2.
|
||
2(a).
|
NAME OF PERSON FILING:
|
(i)
|
TPG-Axon Capital Management, L.P. ("TPG-Axon Management"), a Delaware limited partnership, with respect to the Shares reported in this Schedule 13G/A held by TPG-Axon Partners, LP ("TPG-Axon Domestic") and TPG-Axon International, L.P. ("TPG-Axon International," and together with TPG-Axon Domestic the "Funds").
|
|
(ii)
|
TPG-Axon Partners GP, L.P. ("PartnersGP"), a Delaware limited partnership, which serves as the general partner of TPG-Axon Domestic and the managing member of InternationalGP, with respect to the Shares reported in this Schedule 13G/A managed by TPG-Axon Management and held by the Funds.
|
|
(iii)
|
TPG-Axon GP, LLC ("GPLLC"), a Delaware limited liability company, which serves as the general partner of TPG-Axon Management and PartnersGP, with respect to the Shares reported in this Schedule 13G/A managed by TPG-Axon Management and held by the Funds.
|
|
(iv)
|
TPG-Axon Domestic, a Delaware limited partnership, with respect to the Shares reported in this Schedule 13G/A directly held by it.
|
|
(v)
|
TPG-Axon Partners (Offshore), Ltd. (“TPG-Axon Offshore”), a Cayman Islands exempted company, with respect to the Shares reported in this Schedule 13G/A indirectly held by it through its subsidiary, TPG-Axon International.
|
|
(vi)
|
TPG-Axon International, a Cayman Islands exempted limited partnership, with respect to the Shares reported in this Schedule 13G/A directly held by it.
|
|
(vii)
|
TPG-Axon International GP, LLC (“InternationalGP”), a Delaware limited liability company, which serves as the general partner of TPG-Axon International, with respect to the Shares reported in this Schedule 13G/A managed by TPG-Axon Management and held by TPG-Axon International.
|
CUSIP No. 460146103
|
13G/A
|
Page 12 of 18 Pages
|
(viii)
|
Dinakar Singh LLC ("Singh LLC"), a Delaware limited liability company which serves as the managing member of GPLLC, with respect to the Shares reported in this Schedule 13G/A managed by TPG-Axon Management and held by the Funds.
|
|
(ix)
|
Dinakar Singh ("Mr. Singh"), an individual who serves as the managing member of Singh LLC, with respect to the Shares reported in this Schedule 13G/A managed by TPG-Axon Management and held by the Funds.
|
(b)
|
ADDRESS PF PRINCIPAL OFFICE:
|
(All, except TPG-Axon
|
TPG-Axon Offshore
|
|
Offshore and TPG-Axon
|
||
International)
|
||
888 Seventh Avenue
|
c/o Goldman Sachs (Cayman) Trust Limited
|
|
38th Floor
|
PO Box 896GT, Harbour Centre, 2nd Floor
|
|
New York, New York 10019
|
George Town, Grand Cayman
|
|
Cayman Islands, BWI
|
||
TPG-Axon International
|
||
c/o Walkers Corporate Services Limited
|
||
87 Mary Street, George Town
|
||
Grand Cayman KY1-9005
|
||
Cayman Islands
|
(c)
|
Citizenship: Delaware (all, except TPG-Axon Offshore, TPG-Axon International and Mr. Singh); TPG-Axon Offshore: Cayman Islands; TPG-Axon International: Cayman Islands; Mr. Singh is a United States citizen.
|
|
(d)
|
Title of Class of Securities: Common Stock, par value $1.00 per share (the "Shares")
|
|
(e)
|
CUSIP Number: 460146103
|
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 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).
|
|
CUSIP No. 460146103
|
13G/A
|
Page 13 of 18 Pages
|
(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 ss.240.13d-1(b)(1)(ii)(E).
|
|
(f)
|
¨
|
An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F).
|
|
(g)
|
¨
|
A parent holding company or control person in accordance with ss.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 ss.240.13d-1(b)(1)(ii)(J).
|
If this statement is filed pursuant to Rule 13d-1(c), check this box: x
|
Item 4.
|
OWNERSHIP.
|
A.
|
TPG-Axon Management
|
|||
(a)
|
Amount beneficially owned: 6,300,000 shares of Common Stock
|
|||
(b)
|
Percent of class: 1.4%.*
|
|||
(*All percentages of beneficial ownership reported in this Schedule 13G/A are based on the 437,456,223 outstanding shares of Common Stock reported in the Issuer's form 10Q for the quarterly period ended September 30, 2010.)
|
||||
(c)
|
Number of shares as to which the person has:
|
CUSIP No. 460146103
|
13G/A
|
Page 14 of 18 Pages
|
(i)
|
Sole power to vote or direct the vote:
|
||||
0
|
|||||
(ii)
|
Shared power to vote or direct the vote:
|
||||
6,300,000 shares of Common Stock
|
|||||
(iii)
|
Sole power to dispose or direct the disposition:
|
||||
0
|
|||||
(iv)
|
Shared power to dispose or direct the disposition of:
|
||||
6,300,000 shares of Common Stock
|
B.
|
PartnersGP
|
||||
(a)
|
Amount beneficially owned: 6,300,000 shares of Common Stock
|
||||
(b)
|
Percent of class: 1.4%*
|
||||
(c)
|
Number of shares as to which the person has:
|
||||
(i)
|
Sole power to vote or direct the vote:
|
||||
0
|
|||||
(ii)
|
Shared power to vote or direct the vote:
|
||||
6,300,000 shares of Common Stock
|
|||||
(iii)
|
Sole power to dispose or direct the disposition:
|
||||
0
|
|||||
(iv)
|
Shared power to dispose or direct the disposition:
|
||||
6,300,000 shares of Common Stock
|
C.
|
GPLLC
|
||||
(a)
|
Amount beneficially owned: 6,300,000 shares of Common Stock
|
||||
(b)
|
Percent of class: 1.4%*
|
||||
(c)
|
Number of shares as to which the person has:
|
||||
(i)
|
Sole power to vote or direct the vote:
|
||||
0
|
|||||
(ii)
|
Shared power to vote or direct the vote:
|
||||
6,300,000 shares of Common Stock
|
|||||
(iii)
|
Sole power to dispose or direct the disposition:
|
||||
0
|
|||||
(iv)
|
Shared power to dispose or direct the disposition:
|
||||
6,300,000 shares of Common Stock
|
D.
|
TPG-Axon Domestic
|
||||
(a)
|
Amount beneficially owned: 2,457,000 shares of Common Stock
|
||||
(b)
|
Percent of class: 0.6%
|
||||
(c)
|
Number of shares as to which the person has:
|
||||
(i)
|
Sole power to vote or direct the vote:
|
||||
0
|
|||||
(ii)
|
Shared power to vote or direct the vote:
|
||||
2,457,000 shares of Common Stock
|
|||||
(iii)
|
Sole power to dispose or direct the disposition:
|
||||
0
|
|||||
(iv)
|
Shared power to dispose or direct the disposition:
|
||||
2,457,000 shares of Common Stock
|
CUSIP No. 460146103
|
13G/A
|
Page 15 of 18 Pages
|
E.
|
TPG-Axon Offshore
|
||||
(a)
|
Amount beneficially owned: 3,843,000 shares of Common Stock
|
||||
(b)
|
Percent of class: 0.9%
|
||||
(c)
|
Number of shares as to which the person has:
|
||||
(i)
|
Sole power to vote or direct the vote:
|
||||
0
|
|||||
(ii)
|
Shared power to vote or direct the vote:
|
||||
3,843,000 shares of Common Stock
|
|||||
(iii)
|
Sole power to dispose or direct the disposition:
|
||||
0
|
|||||
(iv)
|
Shared power to dispose or direct the disposition:
|
||||
3,843,000 shares of Common Stock
|
F.
|
TPG-Axon International
|
||||
(a)
|
Amount beneficially owned: 3,843,000 shares of Common Stock
|
||||
(b)
|
Percent of class: 0.9%
|
||||
(c)
|
Number of shares as to which the person has:
|
||||
(i)
|
Sole power to vote or direct the vote:
|
||||
0
|
|||||
(ii)
|
Shared power to vote or direct the vote:
|
||||
3,843,000 shares of Common Stock
|
|||||
(iii)
|
Sole power to dispose or direct the disposition:
|
||||
0
|
|||||
(iv)
|
Shared power to dispose or direct the disposition:
|
||||
3,843,000 shares of Common Stock
|
G.
|
InternationalGP
|
||||
(a)
|
Amount beneficially owned: 3,843,000 shares of Common Stock
|
||||
(b)
|
Percent of class: 0.9%
|
||||
(c)
|
Number of shares as to which the person has:
|
||||
(i)
|
Sole power to vote or direct the vote:
|
||||
0
|
|||||
(ii)
|
Shared power to vote or direct the vote:
|
||||
3,843,000 shares of Common Stock
|
|||||
(iii)
|
Sole power to dispose or direct the disposition:
|
||||
0
|
|||||
(iv)
|
Shared power to dispose or direct the disposition:
|
||||
3,843,000 shares of Common Stock
|
H.
|
Singh LLC
|
||||
(a)
|
Amount beneficially owned: 6,300,000 shares of Common Stock
|
||||
(b)
|
Percent of class: 1.4%*
|
||||
(c)
|
Number of shares as to which the person has:
|
||||
(i)
|
Sole power to vote or direct the vote:
|
||||
0
|
|||||
(ii)
|
Shared power to vote or direct the vote:
|
||||
6,300,000 shares of Common Stock
|
|||||
(iii)
|
Sole power to dispose or direct the disposition:
|
||||
0
|
CUSIP No. 460146103
|
13G/A
|
Page 16 of 18 Pages
|
(iv)
|
Shared power to dispose or direct the disposition:
|
||||
6,300,000 shares of Common Stock
|
I.
|
Mr. Singh
|
||||
(a)
|
Amount beneficially owned: 6,300,000 shares of Common Stock
|
||||
(b)
|
Percent of class: 1.4%*
|
||||
(c)
|
Number of shares as to which the person has:
|
||||
(i)
|
Sole power to vote or direct the vote:
|
||||
0
|
|||||
(ii)
|
Shared power to vote or direct the vote:
|
||||
6,300,000 shares of Common Stock
|
|||||
(iii)
|
Sole power to dispose or direct the disposition:
|
||||
0
|
|||||
(iv)
|
Shared power to dispose or direct the disposition:
|
||||
6,300,000 shares of Common Stock
|
Item 5.
|
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. IF THIS STATEMENT IS BEING FILED TO REPORT THE FACT THAT AS OF THE DATE HEREOF THE REPORTING PERSON HAS CEASED TO BE THE BENEFICIAL OWNER OF MORE THAN 5 PERCENT OF THE CLASS OF SECURITIES, CHECK THE FOLLOWING [X].
|
Item 6.
|
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
|
See Item 4.
|
Item 7.
|
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON.
|
Not applicable.
|
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 each Reporting Person certifies that, to the best of its 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.
|
CUSIP No. 460146103
|
13G/A
|
Page 17 of 18 Pages
|
TPG-Axon Capital Management, L.P.
|
||
By:
|
TPG-Axon GP, LLC, general partner
|
|
By:
|
/s/ Dinakar Singh
|
|
Dinakar Singh
|
||
Chief Executive Officer
|
||
TPG-Axon Partners GP, L.P.
|
||
By:
|
TPG-Axon GP, LLC, general partner
|
|
By:
|
/s/ Dinakar Singh
|
|
Dinakar Singh
|
||
Chief Executive Officer
|
||
TPG-Axon GP, LLC
|
||
By:
|
/s/ Dinakar Singh
|
|
Dinakar Singh
|
||
Chief Executive Officer
|
||
TPG-Axon Partners, LP
|
||
By:
|
TPG-Axon Partners GP, L.P., general partner
|
|
By:
|
TPG-Axon GP, LLC, general partner
|
|
By:
|
/s/ Dinakar Singh
|
|
Dinakar Singh
|
||
Chief Executive Officer
|
||
CUSIP No. 460146103
|
13G/A
|
Page 18 of 18 Pages
|
TPG-Axon Partners (Offshore), Ltd.
|
||
By:
|
/s/ Dinakar Singh
|
|
Dinakar Singh
|
||
Director
|
||
TPG-Axon International, L.P.
|
||
By:
|
TPG-Axon International GP, LLC, general partner
|
|
By:
|
TPG-Axon Partners GP, L.P., managing member
|
|
By:
|
TPG-Axon GP, LLC, general partner
|
|
By:
|
/s/ Dinakar Singh
|
|
Dinakar Singh
|
||
Chief Executive Officer
|
||
TPG-Axon International GP, LLC | ||
By: | TPG-Axon Partners GP, L.P., managing member | |
By: | TPG-Axon GP, LLC, general partner | |
By: | /s/ Dinakar Singh | |
Dinakar Singh | ||
Chief Executive Officer | ||
Dinakar Singh LLC
|
||
By:
|
/s/ Dinakar Singh
|
|
Dinakar Singh
|
||
Managing Member
|
||
/s/ Dinakar Singh
|
||
Dinakar Singh
|