globecors13ga-021610.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
(RULE
13d - 102)
Information
to be included in statements filed pursuant
to
Rules 13d-1(b), (c) and (d) and amendments thereto filed
pursuant
to 13d-2(b)
(AMENDMENT
NO.1)*
Globe Specialty Metals,
Inc.
(Name
of Issuer)
Common Stock, $.0001 par
value
(Title
of Class of Securities)
37954N206
(CUSIP
Number)
December 31,
2009
(Date
of Event which Requires Filing of this 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 person's
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).
(Continued
on the Following Pages)
1. NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Corsair
Capital Partners, L.P.
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
793,729
7. SOLE
DISPOSITIVE POWER
0
8. SHARED
DISPOSITIVE POWER
793,729
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
793,729
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.1%
12. TYPE
OF REPORTING PERSON*
PN
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1. NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Corsair
Long Short Partners, L.P.
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
2,076
7. SOLE
DISPOSITIVE POWER
0
8. SHARED
DISPOSITIVE POWER
2,076
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,076
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less
than 0.1%
12. TYPE
OF REPORTING PERSON*
PN
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1. NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Corsair
Select, L.P.
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
841,871
7. SOLE
DISPOSITIVE POWER
0
8. SHARED
DISPOSITIVE POWER
841,871
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
841,871
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.1%
12. TYPE
OF REPORTING PERSON*
PN
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1. NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Corsair
Capital Partners 100, L.P.
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
63,764
7. SOLE
DISPOSITIVE POWER
0
8. SHARED
DISPOSITIVE POWER
63,764
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
63,764
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.1%
12. TYPE
OF REPORTING PERSON*
PN
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1. NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Corsair
Select 100, L.P.
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
41,614
7. SOLE
DISPOSITIVE POWER
0
8. SHARED
DISPOSITIVE POWER
41,614
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
41,614
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.1%
12. TYPE
OF REPORTING PERSON*
PN
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1. NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Corsair
Capital Investors, Ltd.
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
105,158
7. SOLE
DISPOSITIVE POWER
0
8. SHARED
DISPOSITIVE POWER
105,158
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
105,158
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.1%
12. TYPE
OF REPORTING PERSON*
CO
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1. NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Corsair
Capital Management, L.L.C.
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
1,848,212
7. SOLE
DISPOSITIVE POWER
0
8. SHARED
DISPOSITIVE POWER
1,848,212
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,848,212
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.5%
12. TYPE
OF REPORTING PERSON*
OO
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1. NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Jay
R. Petschek
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [x]
(b) [
]
3. SEC
USE ONLY
4. CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE
VOTING POWER
365,198
6. SHARED
VOTING POWER
1,848,212
7. SOLE
DISPOSITIVE POWER
365,198
8. SHARED
DISPOSITIVE POWER
1,848,212
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,213,410
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.0%
12. TYPE
OF REPORTING PERSON*
IN
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1. NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Steven
Major
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [x]
(b) [
]
3. SEC
USE ONLY
4. CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE
VOTING POWER
1,256,067
6. SHARED
VOTING POWER
1,848,212
7. SOLE
DISPOSITIVE POWER
1,256,067
8. SHARED
DISPOSITIVE POWER
1,848,212
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,104,279
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.2%
12. TYPE
OF REPORTING PERSON*
IN
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
This
statement is filed with respect to the shares of common stock, $.0001 par value
(the "Common Stock") of Globe Specialty Metals, Inc. (the "Issuer") beneficially
owned by the Reporting Persons identified below as of December 31, 2009, and
amends and supplements the Schedule 13G originally filed on August 10, 2009
(collectively, the "Schedule 13G"). Except as set forth herein, the
Schedule 13G is unmodified.
The
names of the persons filing this statement on Schedule 13G are: Corsair Capital
Partners, L.P. (“Corsair Capital”), Corsair Long Short Partners, L.P. (“Corsair
Long Short”), Corsair Select, L.P. (“Corsair Select”), Corsair Capital Partners
100, L.P. (“Corsair 100”), Corsair Select 100, L.P. (“Corsair Select 100”),
Corsair Capital Investors, Ltd. (“Corsair Investors”), Corsair Capital
Management, L.L.C. (“Corsair Management”), Jay R. Petschek (“Mr. Petschek”) and
Steven Major (“Mr. Major” and collectively, the “Reporting
Persons”). Corsair Management is the investment manager of Corsair
Capital, Corsair Long Short, Corsair Select, Corsair 100, Corsair Select 100 and
Corsair Investors. Messrs. Petschek and Major are the controlling
persons of Corsair Management.
ITEM
4. OWNERSHIP.
Provide
the following information regarding the aggregate number and
percentage
of the class of securities of the issuer identified in Item 1.
(a) Amount
beneficially owned:
Corsair
Capital owns 793,729 shares of Common Stock.
Corsair
Long Short owns 2,076 shares of Common Stock.
Corsair
Select owns 841,871 shares of Common Stock.
Corsair
100 owns 63,764 shares of Common Stock.
Corsair
Select 100 owns 41,614 shares of Common Stock.
Corsair
Investors owns 105,158 shares of Common Stock.
Corsair
Management, as the investment manager of each of Corsair Capital, Corsair Long
Short, Corsair Select, Corsair 100, Corsair Select 100 and Corsair Investors, is
deemed to beneficially own the 1,848,212 shares of Common Stock beneficially
owned by them.
Mr.
Petschek, as a controlling person of Corsair Management, is deemed to
individually beneficially own 2,213,410 shares of Common Stock, consisting of:
(i) the 1,848,212 shares of Common Stock beneficially owned by Corsair
Management and (ii) 365,198 shares of Common Stock that he owns
personally.
Mr.
Major, as a controlling person of Corsair Management, is deemed to individually
beneficially own 3,104,279 shares of Common Stock, consisting of: (i) the
1,848,212 shares of Common Stock beneficially owned by Corsair Management, (ii)
1,256,067 shares of Common Stock that he owns personally or by his
children.
Collectively,
the Reporting Persons beneficially own 3,469,477 shares of Common
Stock.
Additionally, please note that certain employees of Corsair
Management, in the aggregate, own shares of Common Stock. The
Reporting Persons disclaim beneficial ownership of the shares of Common Stock
owned by such employees and disclaim membership with such employees in any group
described in Section 13(d)(3) of the Securities Exchange Act of 1934, as
amended.
Corsair
Capital’s ownership of 793,729 shares of Common Stock represents 1.1% of all the
outstanding shares of Common Stock.
Corsair
Long Short’s ownership of 2,076 shares of Common Stock represents Less than 0.1%
of all the outstanding shares of Common Stock.
Corsair
Select’s ownership of 841,871 shares of Common Stock represents 1.1% of all the
outstanding shares of Common Stock.
Corsair
100’s ownership of 63,764 shares of Common Stock represents 0.1% of all the
outstanding shares of Common Stock.
Corsair
Select 100’s ownership of 41,614 shares of Common Stock represents 0.1% of all
the outstanding shares of Common Stock.
Corsair
Investors’ ownership of 105,158 shares of Common Stock represents 0.1% of all
the outstanding shares of Common Stock.
Corsair
Management’s beneficial ownership of 1,848,212 shares of Common Stock represents
2.5% of all the outstanding shares of Common Stock.
The
2,213,410 shares of Common Stock deemed to be beneficially owned by Mr. Petschek
represent 3.0% of all the outstanding shares of Common Stock.
The
3,104,279 shares of Common Stock deemed to be beneficially owned by Mr. Major
represent 4.2% of all the outstanding shares of Common Stock.
Collectively,
the Reporting Persons beneficially own 3,469,477 shares of Common Stock
representing 4.7% of all the outstanding shares of Common Stock.
(c) Number
of shares as to which such person has:
|
(i)
|
Sole
power to vote or to direct the vote
|
Mr.
Petschek has the sole power to vote or direct the vote of the 365,198 shares of
Common Stock that he owns personally.
Mr.
Major has the sole power to vote or direct the vote of the 1,256,067 shares of
Common Stock that he owns personally or that are owned by his
children.
|
(ii)
|
Shared
power to vote or to direct the vote of shares of Common
Stock:
|
Corsair
Capital, Corsair Management, Mr. Petschek and Mr. Major have shared power to
vote or direct the vote of 793,729 shares of Common Stock owned by Corsair
Capital.
Corsair
Long Short, Corsair Management, Mr. Petschek and Mr. Major have the shared power
to vote or direct the vote of 2,076 shares of Common Stock owned by Corsair Long
Short.
Corsair
Select, Corsair Management, Mr. Petschek and Mr. Major have the shared power to
vote or direct the vote of 841,871 shares of Common Stock owned by Corsair
Select.
Corsair
100, Corsair Management, Mr. Petschek and Mr. Major have the shared power to
vote or direct the vote of 63,764 shares of Common Stock owned by Corsair
100.
Corsair
Select 100, Corsair Management, Mr. Petschek and Mr. Major have the shared power
to vote or direct the vote of 41,614 shares of Common Stock owned by Corsair
Select 100.
Corsair
Investors, Corsair Management, Mr. Petschek and Mr. Major have shared power to
vote or direct the vote of 105,158 shares of Common Stock owned by Corsair
Investors.
|
(iii)
|
Sole
power to dispose or to direct the disposition of shares of Common
Stock:
|
Mr.
Petschek has the sole power to dispose or to direct the disposition of the
365,198 shares of Common Stock that he owns personally.
Mr.
Major has the sole power to dispose or to direct the disposition of the
1,256,067 shares of Common Stock that he owns personally or that are owned by
his children.
|
(iv)
|
Shared
power to dispose or to direct the disposition of shares of Common
Stock:
|
Corsair
Capital, Corsair Management, Mr. Petschek and Mr. Major have the power to
dispose or to direct the disposition of 793,729 shares of Common Stock owned by
Corsair Capital.
Corsair
Long Short, Corsair Management, Mr. Petschek and Mr. Major have the power to
dispose or to direct the disposition of 2,076 shares of Common Stock owned by
Corsair Long Short.
Corsair
Select, Corsair Management, Mr. Petschek and Mr. Major have the power to dispose
or to direct the disposition of 841,871 shares of Common Stock owned by Corsair
Select.
Corsair
100, Corsair Management, Mr. Petschek and Mr. Major have the power to dispose or
to direct the disposition of 63,764 shares of Common Stock owned by Corsair
100.
Corsair
Select 100, Corsair Management, Mr. Petschek and Mr. Major have the power to
dispose or to direct the disposition of 41,614 shares of Common Stock Corsair
Select 100.
Corsair
Investors, Corsair Management, Mr. Petschek and Mr. Major have the power to
dispose or to direct the disposition of 105,158 shares of Common Stock owned by
Corsair Investors.
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 Persons have ceased to
be the beneficial owner of more than five percent of the class of securities,
check the following [X].
ITEM
10. CERTIFICATION.
By
signing below the undersigned certifies that, to the best of its or his
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.
SIGNATURE
After
reasonable inquiry and to the best of its knowledge and belief,
each
of the undersigned certifies that the information set forth in this statement is
true, complete, and correct.
Dated: February
16, 2010
CORSAIR
CAPITAL PARTNERS, L.P.
By: Corsair
Capital Advisors, L.L.C.,
General Partner
By:
/s/ Jay Petschek
Jay Petschek, Managing Member
CORSAIR
LONG SHORT PARTHERS, L.P.
By: Corsair
Capital Advisors, L.L.C.,
General Partner
By:
/s/ Jay Petschek
Jay Petschek, Managing Member
CORSAIR
SELECT, L.P.
By: Corsair
Select Advisors, L.L.C.,
General Partner
By:
/s/ Jay Petschek
Jay Petschek, Managing Member
CORSAIR
CAPITAL PARTNERS 100, L.P.
By: Corsair
Capital Advisors, L.L.C.,
General
Partner
By:
/s/ Jay Petschek
Jay Petschek, Managing Member
CORSAIR
SELECT 100, L.P.
By: Corsair
Select Advisors, L.L.C.,
General Partner
By:
/s/ Jay Petschek
Jay Petschek, Managing Member
CORSAIR
CAPITAL INVESTORS, LTD.
By: Corsair
Capital Management, L.L.C.,
Director
By:
/s/ Jay Petschek
Jay Petschek, Managing Member
CORSAIR
CAPITAL MANAGEMENT, L.L.C.
By:
/s/ Jay Petschek
Jay Petschek, Managing Member
/s/
Jay Petschek
Jay Petschek
/s/
Steven Major
Steven Major