UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(RULE 13D-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13D-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13D-2(a)
UNIFAB International, Inc.
(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)
90467L 20 9
(CUSIP Number)
Charles E. Broussard
23604 S. Louisiana Hwy. 82
Kaplan, Louisiana 70548
(337)642-5287
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Copy to:
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Virginia Boulet, Esq.
Adams and Reese LLP
4500 One Shell Square
New Orleans, Louisiana 70139
(504) 581-3234
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September 19, 1997
(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 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.
(Continued on following pages)
CUSIP No. 90467L 20 9 13D
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1. Names of Reporting Person.
I.R.S. Identification Nos. of above person (entities only).
Charles E. Broussard
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2. Check the Appropriate Box if a Member of a Group (a) [x]
(b) [ ]
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3. SEC Use Only
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4. Source of Funds
PF
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant
to Items 2(d) or 2(e) [ ]
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6. Citizenship or Place of Organization
United States
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Number of 7. Sole Voting Power
Shares 262,034
Beneficially ----------------------------------------------------------
Owned by 8. Shared Voting Power
Each 152,400
Reporting ----------------------------------------------------------
Person 9. Sole Dispositive Power
With 262,034
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10. Shared Dispositive Power
152,400
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
414,434*
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* Includes 152,400 shares owned by Flying J Ranch, Inc., a company controlled
by Mr. Broussard. Also includes Mr. Broussard's options to acquire 2,500
shares.
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
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13. Percent of Class Represented by Amount in Row (11)
8.9%
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14. Type of Reporting Person
IN
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CUSIP No. 90467L 20 9 13D
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1. Names of Reporting Person.
I.R.S. Identification Nos. of above person (entities only): 72-0654972
Flying J Ranch, Inc.
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2. Check the Appropriate Box if a Member of a Group (a) [x]
(b) [ ]
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3. SEC Use Only
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4. Source of Funds
AF
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant
to Items 2(d) or 2(e) [ ]
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6. Citizenship or Place of Organization
United States
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Number of 7. Sole Voting Power
Shares 0
Beneficially -----------------------------------------------------
Owned by 8. Shared Voting Power
Each 152,400
Reporting -----------------------------------------------------
Person 9. Sole Dispositive Power
With 0
-----------------------------------------------------
10. Shared Dispositive Power
152,400
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
152,400
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11)
3.3%
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14. Type of Reporting Person
CO
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G-11
ITEM 1. SECURITY AND ISSUER.
This statement on Schedule 13D relates to the common stock, par value
$0.01 per share (the "Common Stock"), of UNIFAB International, Inc. (the
"Company"). The principal executive offices of the Company are located at 5007
Port Rd. New Iberia, LA 70560.
ITEM 2. IDENTITY AND BACKGROUND
(a) This Schedule 13D is being filed jointly by Charles Broussard and
Flying J Ranch, Inc., a company controlled by Mr. Broussard.
(b) The business address of Mr. Broussard is 23604 S. Louisiana Hwy. 82,
Kaplan, LA 70548.
(c) As of the date of the events reported in this Schedule 13D, Mr.
Broussard was a director of the Company; Mr. Broussard also controls Flying J
Ranch located at 23604 S. Louisiana Hwy. 82, Kaplan, LA 70548.
(d)&(e) Mr. Broussard was not, during the five years prior to September 19,
1997, (i) convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws on finding any violation with respect to such laws.
(f) United States
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATIONS
All of the securities herein reported on this Form 13D were acquired by
Mr. Broussard in exchange for his interests in Universal Partners in a 1992
merger with McDermott, a subsidiary of McDermott International, Inc.
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ITEM 4. PURPOSE OF TRANSACTION
The event requiring the filing of this Schedule 13D was the Company's
initial public offering on September 19, 1997. The filing persons acquired the
reported securities prior to the public offering, and at the time of the
offering, held the securities for investment purposes only, and had no plans or
proposals that would have effected the following: (a) the acquisition by any
person of additional securities of the Company or the disposition of securities
of the Company; (b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company; (c) a sale or transfer of
a material amount of assets of the Company; (d) any change in the present board
of directors or management of the issuer, including any plans or proposals to
change the number of term directors or to fill an existing vacancies on the
board; (e)any material change in the present capitalization or dividend policy
of the Company; (f) any other material change to the Company's business or
corporate structure; (g) changes in the Company's charter or bylaws or other
actions which may impede the acquisition of control of the Company by any
person; (h) the Common Stock or any other class of securities of the Company to
be de-listed from the NASDAQ National Market System; (i) the Common Stock or any
other class of equity securities of the Company becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934, as amended; or (j) any action similar to any of those
enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As of September 19, 1997, there were outstanding 4,600,000 shares of
Common Stock. Mr. Broussard beneficially owned approximately 8.9% of
the outstanding shares of Common Stock.
(b) As of September 19, 1997, Mr. Broussard had the sole power to vote or
sole power to direct the vote and sole power to dispose and sole power to direct
the disposition of 262,034 shares of Common Stock. Additionally, Mr. Broussard
had the shared power to vote or shared power to direct the vote and shared power
to dispose and shared power to direct the disposition of 152,400 shares of
Common Stock.
(c) Other than the initial public offering discussed herein, there were no
transactions effected by either of the filing persons during the sixty-day
period preceding the Company's initial public offering.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
As of the date of this filing, Mr. Broussard is under no contract,
arrangement, understanding or relationship with any person with respect to the
securities of the Company.
As of the date of the event giving rise to this filing, September 19,
1997, Mr. Broussard was subject to various obligations and contracts related to
the Company's initial public offering, including the underwriting agreement, all
of which have since expired.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
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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.
Date: March 1, 2005
/s/ CHARLES E. BROUSSARD
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Charles E. Broussard, Director
FLYING J RANCH, INC.
By: /s/ CHARLES E. BROUSSARD
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Charles E. Broussard, President
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement: provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (see 18 U.S.C. 1001).
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