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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
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Mercer International Inc. |
(Name of Issuer)
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Common Stock, par value $1.00 per share |
(Title of Class of Securities)
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588056101 |
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(CUSIP Number)
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December 31, 2008 |
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(Date of Event which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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o |
Rule 13d-1(b) |
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x |
Rule 13d-1(c) |
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o |
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 (“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).
CUSIP No. 588056101
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Names of Reporting Persons. Greenlight Capital, L.L.C. |
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) |
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(a) o |
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(b) o |
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3 |
SEC Use Only |
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Citizenship or Place of Organization. Delaware |
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Number of Shares Beneficially Owned by Each Reporting Person With |
5 Sole Voting Power 0 |
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6 Shared Voting Power 0 |
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7 Sole Dispositive Power 0 |
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8 Shared Dispositive Power 0 |
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Aggregate Amount Beneficially Owned by Each Reporting Person 0 |
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10 |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o |
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11 |
Percent of Class Represented by Amount in Row (9) 0.0%** |
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Type of Reporting Person (See Instructions) OO |
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**SEE ITEM 4(b).
CUSIP No. 588056101
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1 |
Names of Reporting Persons. Greenlight Capital, Inc. |
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) |
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(a) o |
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(b) o |
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3 |
SEC Use Only |
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4 |
Citizenship or Place of Organization. Delaware |
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Number of Shares Beneficially Owned by Each Reporting Person With |
5 Sole Voting Power 0 |
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6 Shared Voting Power 0 |
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7 Sole Dispositive Power 0 |
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8 Shared Dispositive Power 0 |
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person 0 |
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10 |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o |
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11 |
Percent of Class Represented by Amount in Row (9) 0.0%** |
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12 |
Type of Reporting Person (See Instructions) CO |
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**SEE ITEM 4(b).
CUSIP No. 588056101
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1 |
Names of Reporting Persons. David Einhorn |
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) |
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(a) o |
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(b) o |
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3 |
SEC Use Only |
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4 |
Citizenship or Place of Organization. U.S. Citizen |
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Number of Shares Beneficially Owned by Each Reporting Person With |
5 Sole Voting Power 0 |
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6 Shared Voting Power 0 |
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7 Sole Dispositive Power 0 |
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8 Shared Dispositive Power 0 |
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person 0 |
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10 |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o |
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11 |
Percent of Class Represented by Amount in Row (9) 0.0%** |
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Type of Reporting Person (See Instructions) IN |
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**SEE ITEM 4(b).
CUSIP No. 588056101
AMENDMENT NO. 3 TO SCHEDULE 13G
This Amendment No. 3 (this “Amendment”) to the Schedule 13G relating to the shares of common stock of Mercer International Inc., a Delaware corporation (the “Issuer”), is being filed with the Securities and Exchange Commission (the “SEC”) as an amendment to the Schedule 13G filed with the SEC on June 9, 2006, as amended by Amendment No. 1 filed with the SEC on February 14, 2007, as amended by Amendment No. 2 filed with the SEC on February 14, 2008. This Amendment is being filed on behalf of Greenlight Capital, L.L.C., a Delaware limited liability company (“Greenlight LLC”), Greenlight Capital, Inc., a Delaware corporation (“Greenlight Inc.” and together with Greenlight, LLC, “Greenlight”), and Mr. David Einhorn, the principal of Greenlight (collectively with Greenlight, the “Reporting Persons”).
This Amendment relates to shares of common stock, par value $1.00 per share, of the Issuer (the “Common Stock”) purchased by Greenlight for the account of (i) Greenlight Capital, L.P. (“Greenlight Fund”), of which Greenlight LLC is the general partner and for which Greenlight Inc. acts as investment manager, (ii) Greenlight Capital Qualified, L.P. (“Greenlight Qualified”), of which Greenlight LLC is the general partner and for which Greenlight Inc. acts as investment manager, and (iii) Greenlight Capital Offshore, Ltd. (“Greenlight Offshore”, and together with Greenlight Fund and Greenlight Qualified, the “Greenlight Funds”) for which Greenlight Inc. acts as investment manager.
This Amendment is being filed to amend and restate Items 4 and 5 as follows:
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Item 4. |
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Ownership: |
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Item 4(a) |
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Amount Beneficially Owned:
None |
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Item 4 (b) |
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Percent of Class: |
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0.0% |
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Item 4 (c) |
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Number of shares as to which each such person has voting and dispositive power: |
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None |
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Item 5. |
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Ownership of Five Percent or Less of a Class. |
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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 owners of more than five percent of the class of securities, check the following x. |
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CUSIP No. 588056101
SIGNATURE
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.
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Date: |
February 13, 2009 |
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Greenlight Capital, L.L.C. |
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By: |
/s/DANIEL ROITMAN |
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Daniel Roitman |
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Chief Operating Officer |
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Greenlight Capital, Inc. |
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By: |
/s/DANIEL ROITMAN |
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Daniel Roitman |
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Chief Operating Officer |
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/s/ DANIEL ROITMAN** |
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Daniel Roitman, on behalf of David Einhorn |
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* The Joint Filing Agreement, executed by and among the Reporting Persons, filed with the Schedule 13G filed with the Securities and Exchange Commission on June 9, 2006 by the Reporting Persons with respect to the Issuer, is hereby incorporated by reference.
** The Power of Attorney, executed by David Einhorn authorizing Harry Brandler and Daniel Roitman to sign and file this Schedule 13G on David Einhorn’s behalf, which was filed with a Schedule 13G filed with the Securities and Exchange Commission on July 18, 2005 by the Reporting Persons with respect to the Ordinary Shares of Flamel Technologies S.A., is hereby incorporated by reference.