SC 13D/A 1 c63297_sc13da.htm SC 13D/A
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 10)
Under the Securities Exchange Act of 1934
Catalyst Paper Corporation
(Name of Issuer)
Common Shares
(Title of Class and Securities)
14888T104
(CUSIP Number of Class of Securities)
Third Avenue Management LLC
Attn: Mr. David Barse
622 Third Avenue, 32nd Floor
New York, NY 10017
(212) 888-2290
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
with copies to:
Joris M. Hogan, Esq.
Daniel P. Raglan, Esq.
Torys LLP
237 Park Avenue
New York, NY 10017
(212) 880-6000
November 3, 2010
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this Schedule because of Sections 240.13d-1(e), 240.13d-1(f), or 240.13d-1(g), check the following box: o .
* 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).
 
 

 

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CUSIP No.
  
14888T104 
  

 

           
1   NAMES OF REPORTING PERSONS

Third Avenue Management LLC I .D. No. 01-0690900
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  (a)   o 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS)
   
  N/A
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  Delaware
       
  7   SOLE VOTING POWER
     
NUMBER OF   117,973,273 Shares
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   0 Shares
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   127,734,901 Shares
       
WITH 10   SHARED DISPOSITIVE POWER
     
    0 Shares
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  127,734,901 Shares
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  33.5%1
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IA
1This calculation is based on 381,753,490 common shares of Catalyst Paper Corporation (the “Company”) outstanding as of December 31, 2009 as reported in the Company’s annual report on Form 20-F for the fiscal year ended December 31, 2009.

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Explanatory Note
3
Item 4. Purpose of Transaction
3
Item 5. Interest in Securities of the Issuer
4
Item 7. Material to be Filed as an Exhibit
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SIGNATURES
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Explanatory Note
This Amendment No. 10 amends and supplements the Schedule 13D filed on July 28, 2006 by Third Avenue Management LLC (“TAM”), as amended by Amendment No. 1 to the Schedule 13D filed on August 15, 2006 by TAM, Amendment No. 2 to the Schedule 13D filed on October 27, 2006 by TAM, Amendment No. 3 to the Schedule 13D filed on November 14, 2007 by TAM, Amendment No. 4 to the Schedule 13D filed on December 19, 2007 by TAM, Amendment No. 5 to the Schedule 13D filed on January 9, 2008 by TAM, Amendment No. 6 to the Schedule 13D filed on February 10, 2008 by TAM, Amendment No. 7 to the Schedule 13D filed on April 18, 2008 by TAM, Amendment No. 8 to the Schedule 13D filed on May 8, 2008 by TAM, and Amendment No. 9 to the Schedule 13D filed on September 15, 2008 by TAM (the “Statement”) relating to the common shares (“Common Shares”) of Catalyst Paper Corporation, a corporation organized under the laws of the province of British Columbia, Canada (the “Company”).
This Amendment No. 10 amends the Statement to reflect the disposition of 6,606,434 Common Shares beneficially owned by certain investment advisory clients of TAM and the acquisition of 2,336,361 Common Shares beneficially owned by certain investment advisory clients of TAM.
Unless otherwise indicated, all capitalized terms used herein shall have the meanings given to them in the Statement, and unless amended or supplemented hereby, all information previously filed remains in effect.
Item 4 of the Statement is hereby amended in its entirety to read as follows:
Pursuant to instructions from various investment advisory clients of TAM, an aggregate of 6,606,434 Common Shares, or approximately 1.7% of the Company’s issued and outstanding Common Shares, were sold due to pro-rata reductions in certain accounts. Pursuant to instructions from various investment advisory clients of TAM, an aggregate of 2,336,361 Common Shares, or approximately 0.6% of the Company’s issued and outstanding Common Shares, were acquired. After giving effect to such pro-rata reductions and additional acquisitions of Common Shares, TAM continues to exercise control or direction over 127,734,901 Common Shares as investment adviser to investment advisory clients. TAM is currently entitled to vote 117,973,273 of such Common Shares.
Subject to compliance with applicable securities laws, TAM may, in the future on behalf of its client accounts, acquire control or direction over additional Common Shares, sell Common Shares or cease to exercise control or direction over Common Shares. TAM has no present plans or proposals which relate to or would result in any of the actions specified in clause (a) through (j) of Item 4 of Schedule 13D.

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Item 5 of the Statement is hereby amended in its entirety to be replaced by the following:
(a-b) The aggregate number and percentage of Common Shares to which this Schedule 13D relates is 127,734,901 Common Shares, constituting approximately 33.5% of the 381,753,490 Common Shares outstanding as of December 31, 2009.
A. Third Avenue International Value Fund
  (a)   Amount beneficially owned: 72,271,095 Common Shares.
 
  (b)   Percent of class: 18.9%
 
  (c)   Number of Common Shares as to which TAM has:
  (i)   Sole power to vote or direct the vote: 72,271,095
 
  (ii)   Shared power to vote or direct the vote: 0
 
  (iii)   Sole power to dispose or direct the disposition: 72,271,095
 
  (iv)   Shared power to dispose or direct the disposition: 0
B. Third Avenue Management Separately Managed Accounts
  (a)   Amount beneficially owned: 32,597,093 Common Shares.
 
  (b)   Percent of class: 8.5%
 
  (c)   Number of Common Shares as to which TAM has:
  (i)   Sole power to vote or direct the vote: 22,835,465
 
  (ii)   Shared power to vote or direct the vote: 0
 
  (iii)   Sole power to dispose or direct the disposition: 32,597,093
 
  (iv)   Shared power to dispose or direct the disposition: 0
C. Third Avenue Small-Cap Value Fund
  (a)   Amount beneficially owned: 21,530,352 Common Shares.
 
  (b)   Percent of class: 5.6%
 
  (c)   Number of Common Shares as to which TAM has:
  (i)   Sole power to vote or direct the vote: 21,530,352
 
  (ii)   Shared power to vote or direct the vote: 0
 
  (iii)   Sole power to dispose or direct the disposition: 21,530,352
 
  (iv)   Shared power to dispose or direct the disposition: 0
D. Third Avenue International Value Fund UCITS
  (a)   Amount beneficially owned: 1,336,361 Common Shares.
 
  (b)   Percent of class: 0.4%
 
  (c)   Number of Common Shares as to which TAM has:

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  (i)   Sole power to vote or direct the vote: 1,336,361
 
  (ii)   Shared power to vote or direct the vote: 0
 
  (iii)   Sole power to dispose or direct the disposition: 1,336,361
 
  (iv)   Shared power to dispose or direct the disposition: 0
(c) TAM has effected the following transactions in the Common Shares during the last sixty days:

Transaction Effected By:   Date of
Transaction		   Amount of Common
Shares Involved		   Price per Common
Share CAD		   Where and
How Effected
Third Avenue International Value Fund UCITS

 

 09/20/10

 

 135,200

 

 

 $   0.1100

 

 Pro-rata reduction
Separately managed accounts

 

 09/28/10

 

 76,200

 

 

 $   0.1050

 

 Pro-rata reduction
Third Avenue International Value Fund UCITS

 

 10/12/10

 

 304,000

 

 

 $   0.1700

 

 Buy
Third Avenue International Value Fund UCITS

 

 10/13/10

 

 175,300

 

 

 $   0.1600

 

 Buy
Separately managed accounts

 

 10/25/10

 

 213,100

 

 

 $   0.2015

 

 Pro-rata reduction
Separately managed accounts

 

 10/27/10

 

 15,500

 

 

 $   0.2153

 

 Pro-rata reduction
Separately managed accounts

 

 10/28/10

 

 118,000

 

 

 $   0.2150

 

 Pro-rata reduction
Separately managed accounts

 

 10/29/10

 

 127,000

 

 

 $   0.2200

 

 Pro-rata reduction
Separately managed accounts

 

 11/02/10

 

 174,400

 

 

 $   0.2100

 

 Pro-rata reduction
Separately managed accounts

 

 11/03/10

 

 203,000

 

 

 $   0.2400

 

 Pro-rata reduction

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(d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such Common Shares other than the funds and accounts identified above.
(e) Not applicable.
Item 7 of the Statement is hereby amended and supplemented by the filing of the following exhibits herewith:
None.

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After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: November 9, 2010
         
  THIRD AVENUE MANAGEMENT LLC
 		  
  /s/ W. James Hall   
  Name:   W. James Hall   
  Title:   General Counsel   
 

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