Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Continental Building Products, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
211171 103
(CUSIP Number)
March 18, 2016
(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)
¨ Rule 13d-1(c)
x 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 the disclosures provided in a prior cover page. |
The information required in 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 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.
13G
| CUSIP No. 211171 103 | Page 1 of 5 Pages |
| 1. | NAMES OF REPORTING PERSONS
LSF8 Gypsum Holdings, L.P., a Delaware limited partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (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
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
| 12. | TYPE OF REPORTING PERSON
PN | |||||
13G
| CUSIP No. 211171 103 | Page 2 of 5 Pages |
| 1. | NAMES OF REPORTING PERSONS
John P. Grayken | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Ireland | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
| 12. | TYPE OF REPORTING PERSON
IN | |||||
13G
| CUSIP No. 211171 103 | Page 3 of 5 Pages |
This Amendment No. 1 to Schedule 13G (this “ Amendment ”) is being filed with respect to the common stock, par value $0.001 per share (the “ Common Stock ”), of Continental Building Products, Inc., to amend the Schedule 13G filed on February 6, 2015. This Amendment is being filed to report that none of the Reporting Persons beneficially own more than 5% of the Common Stock.
| Item 4. | Ownership. |
Item 4 is hereby amended and restated as follows:
| (a) | Amount beneficially owned: |
0 shares of Common Stock.
| (b) | Percent of class: |
0.0%
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote: |
0 shares of Common Stock.
| (ii) | Shared power to vote or to direct the vote: |
0 shares of Common Stock.
| (iii) | Sole power to di spose or to direct the disposition of: |
0 shares of Common Stock.
| (iv) | Shared power to dispose or to direct the disposition of: |
0 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 five percent of the class of securities, check the following: x
13G
| CUSIP No. 211171 103 | Page 4 of 5 Pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
| LSF8 GYPSUM HOLDINGS, L.P. | ||||||||
| By: | LSF8 GenPar, LLC, its general partner |
|||||||
| By: | /s/ Kyle Volluz |
March 21, 2016 | ||||||
| Name: | Kyle Volluz | |||||||
| Title: | President | |||||||
| JOHN P. GRAYKEN | ||||||||
| By: | /s/ William D. Young |
March 21, 2016 | ||||||
| Name: | William D. Young | |||||||
| Title: | Attorney-in-Fact for John P. Grayken | |||||||
13G
| CUSIP No. 211171 103 | Page 5 of 5 Pages |
| Exhibit |
Description | |
| 24.1* | Power-of-Attorney grated by John P. Grayken in favor of William D. Young, dated March 16, 2016. | |
| 99.1** | Joint Filing Agreement, dated February 5, 2015. | |
| * | Previously filed on March 18, 2016 as an exhibit to the Form 4 filed by the Reporting Persons in respect of ownership of Continental Building Products, Inc. Common Stock. |
| ** | Previously filed on February 6, 2015 as an exhibit to the original Schedule 13G. |