UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _________)*
Name of Issuer: Agribrands International, Inc.
Title of Class of Securities: Common Stock
CUSIP Number: 00849R105
Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications:
Howard Feitelberg, Highbridge Capital Corporation
Anchorage Center, 2nd Floor
Harbor Drive, George Town, Grand Cayman
Cayman Islands, British West Indies
(345) 945-1400
Date of Event which Requires Filing of this Statement:
August 8, 2000
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g),
check the following box [ ].
Note. Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Rule 13d-7
for other parties to whom copies are to be sent.
*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 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).
1. NAME OF REPORTING PERSON
SS or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Highbridge Capital Corporation - not applicable
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ] (b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
Highbridge Capital Corporation - OO
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
Highbridge Capital Corporation - Cayman Islands, British West Indies
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH... [7-10]
7. SOLE VOTING POWER:
0
8. SHARED VOTING POWER:
775,000 shares
9. SOLE DISPOSITIVE POWER:
0
10. SHARED DISPOSITIVE POWER:
775,000 shares
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
775,000 shares
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.9% Common Stock
14. TYPE OF REPORTING PERSON:
Highbridge Capital Corporation - BD
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _________)*
Name of Issuer: Agribrands International, Inc.
Title of Class of Securities: Common Stock
CUSIP Number: 00849R105
Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications:
Ronald S. Resnick, Highbridge Capital Management, LLC
767 Fifth Avenue, 23rd Floor, New York, New York 10153
(212) 751-4510
Date of Event which Requires Filing of this Statement:
August 8, 2000
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g),
check the following box [ ].
Note. Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Rule 13d-7
for other parties to whom copies are to be sent.
*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 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).
1. NAME OF REPORTING PERSON
SS or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Highbridge Capital Management, LLC - 13-3993048
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ] (b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
Highbridge Capital Management, LLC - not applicable
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
Highbridge Capital Management, LLC - State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH... [7-10]
7. SOLE VOTING POWER:
0
8. SHARED VOTING POWER:
775,000 shares
9. SOLE DISPOSITIVE POWER:
0
10. SHARED DISPOSITIVE POWER:
775,000 shares
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
775,000 shares
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.9% Common Stock
14. TYPE OF REPORTING PERSON:
Highbridge Capital Management, LLC - CO
Introduction:
This statement is filed by Highbridge Capital Corporation ("HCC") and
Highbridge Capital Management, LLC ("HCM") (HCC and HCM are sometimes
referred to herein collectively as the "Reporting Persons") with respect
to the ownership by HCC of 775,000 shares of Common Stock of Agribrands
International, Inc. (the "Issuer"). HCM is the trading manager of HCC.
Item 1. Security and Issuer
This statement on Schedule 13D relates to:
the Common Stock of Agribrands International, Inc.
The name and address of the principal executive and business office
of the Issuer is:
9811 South Forty Drive, St. Louis, MO 63124
Item 2. Identity and Background
(a) Highbridge Capital Corporation
(organized in the Cayman Islands; principal business is engaging in
arbitrage and absolute return investment strategies in the global
equity and corporate debt securities markets)
Highbridge Capital Management, LLC
(organized in the state of Delaware; principal business is acting as
trading manager of Highbridge Capital Corporation)
Glenn Dubin
Henry Swieca
Howard Feitelberg
Mario Benbassat
Bernard Loze
Julio Mario Santo Domingo
(b) Highbridge Capital Corporation: Anchorage Center, 2nd Floor
Harbor Drive, George Town, Grand Cayman
Cayman Islands, British West Indies
Highbridge Capital Management, LLC: 767 Fifth Avenue,
23rd Floor, New York, NY 10153
Glenn Dubin: 767 Fifth Avenue, 23rd Floor, New York, NY 10153
Henry Swieca: 767 Fifth Avenue, 23rd Floor, New York, NY 10153
Howard Feitelberg: Anchorage Center, 2nd Floor, Harbor Drive,
George Town, Grand Cayman,
Cayman Islands, British West Indies
Mario Benbassat: 6, Place Camoletti, 1207 Geneva, Switzerland
Bernard Loze: Loze Associates, 43, Avenue Marceau,
75116 Paris, France
Julio Mario Santo Domingo: Alpha Asset Management, 9 place du bourg de four,
Geneva CH-1204, Switzerland
(c) Glenn Dubin:
Co-Chairman - Highbridge Capital Management, LLC
767 Fifth Avenue, New York, NY 10153
Co-Chairman - Dubin & Swieca Companies
767 Fifth Avenue, New York, NY 10153
Director - Highbridge Capital Corporation
Anchorage Center, 2nd Floor
Harbor Drive, George Town, Grand Cayman
Cayman Islands, British West Indies
Henry Swieca:
Co-Chairman - Highbridge Capital Management, LLC
767 Fifth Avenue, New York, NY 10153
Co-Chairman - Dubin & Swieca Companies
767 Fifth Avenue, New York, NY 10153
Director - Highbridge Capital Corporation
Anchorage Center, 2nd Floor
Harbor Drive, George Town, Grand Cayman
Cayman Islands, British West Indies
Howard Feitelberg:
Controller - Highbridge Capital Corporation
Anchorage Center, 2nd Floor
Harbor Drive, George Town, Grand Cayman
Cayman Islands, British West Indies
Director - Highbridge Capital Corporation
Anchorage Center, 2nd Floor
Harbor Drive, George Town, Grand Cayman
Cayman Islands, British West Indies
Mario Benbassat:
General/Managing
Director - Genevalor, Benbassat & Cie
6, Place Camoletti, 1207 Geneva, Switzerland
Director - Highbridge Capital Corporation
Anchorage Center, 2nd Floor
Harbor Drive, George Town, Grand Cayman
Cayman Islands, British West Indies
Bernard Loze:
Chairman - Loze & Associates
43, Avenue Marceau, 75116 Paris, France
Director - Highbridge Capital Corporation
Anchorage Center, 2nd Floor
Harbour Drive, George Town, Grand Cayman
Cayman Islands, British West Indies
Julio Mario Santo Domingo:
President - Alpha Asset Management, S.A.
9, place du bourg de four, Geneva CH-1204,
Switzerland
Director - Highbridge Capital Corporation
Anchorage Center, 2nd Floor
Harbor Drive, George Town, Grand Cayman
Cayman Islands, British West Indies
(d)-(e)
Neither the Reporting Persons nor any of the persons enumerated in
General Instruction C has, during the last five years, been convicted
in a criminal proceeding (excluding traffic violations or similar
misdemeanors). Neither the Reporting Persons nor any of the persons
enumerated in General Instruction C has, during the last five years,
been a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction which resulted in a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any
violations with respect to such laws.
(f) Citizenship
Glenn Dubin United States
Henry Swieca United States
Howard Feitelberg Canada
Mario Benbassat Switzerland
Bernard Loze France
Julio Mario Santo Domingo Columbia and Brazil
Item 3. Source and Amount of Funds or Other Consideration
The funds to purchase the $27,683,425 of Common Stock came from equity
capital and from funds borrowed from a broker margin account kept in the
ordinary course of business.
Item 4. Purpose of Transaction
The Shares of Common Stock are deemed to be beneficially owned by the
Reporting Persons and were acquired in the ordinary course of business
for, and are being held for, investment purposes.
Item 5. Interest in Securities of the Issuer
(a) As of August 9, 2000, the Reporting Persons are deemed to be the
beneficial owners of 775,000 shares of Common Stock of the Issuer. Based
on the Issuer's filing on Form 10-Q on July 6, 2000, there were 9,813,101
shares of Common Stock outstanding. Therefore, Reporting Persons may be
deemed to beneficially own 7.9% of the outstanding shares of common stock
of the Issuer.
(b) The Reporting Persons have the power to vote and the power to dispose
of the shares of the Common Stock.
(c) During the 60 days prior to the filing date of this Schedule 13D,
Highbridge Capital Corporation purchased 100,000 shares of Common Stock
for $4,070,622 on August 8, 2000 and 25,000 shares of Common Stock for
$1,038,825 on August 9, 2000.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
None
Item 7. Material to Be Filed as Exhibits
None
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.
Highbridge Capital Corporation
By: /s/ Howard Feitelberg
Howard Feitelberg, Controller
August 16, 2000
Date
Highbridge Capital Management, LLC
By: /s/ Ronald S. Resnick
Ronald S. Resnick, Managing Director
August 16, 2000
Date
