Gaiam
Inc.
|
||||
(Name
of Issuer)
|
||||
Class
A Common Stock, $1.00 par value per share
|
||||
(Title
of Class of Securities)
|
||||
36268Q103
|
||||
(CUSIP
Number)
|
||||
April
4, 2007
|
||||
(Date
of Event Which Requires Filing of this
Statement)
|
CUSIP
No.
36268Q103
|
13G
|
Page
2
of 17
Pages
|
1
|
NAME
OF REPORTING PERSON I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (entities only):
Goodwood
Inc.
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b) ý |
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Ontario,
Canada
|
||
NUMBER OF SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER 0
|
|
6 |
SHARED VOTING POWER 1,044,213
|
||
7 |
SOLE DISPOSITIVE POWER 0
|
||
8 |
SHARED DISPOSITIVE POWER 1,044,213
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
1,044,213
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
5.4%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
CUSIP
No.
36268Q103
|
13G
|
Page 3
of 17
Pages
|
1
|
NAME
OF REPORTING PERSON I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (entities only):
1354037
Ontario Inc.
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b) ý |
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Ontario,
Canada
|
||
NUMBER OF SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER 0
|
|
6 |
SHARED VOTING POWER 1,044,213
|
||
7 |
SOLE DISPOSITIVE POWER 0
|
||
8 |
SHARED DISPOSITIVE POWER 1,044,213
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
1,044,213
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
5.4%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
CUSIP
No.
36268Q103
|
13G
|
Page 4
of 17
Pages
|
1
|
NAME
OF REPORTING PERSON I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (entities only):
Goodwood
Fund
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b) ý |
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Canada
|
||
NUMBER OF SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER 409,113
|
|
6 |
SHARED VOTING POWER 0
|
||
7 |
SOLE DISPOSITIVE POWER 409,113
|
||
8 |
SHARED DISPOSITIVE POWER 0
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
409,113
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
2.1%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IV
|
CUSIP
No.
36268Q103
|
13G
|
Page 5
of 17
Pages
|
1
|
NAME
OF REPORTING PERSON I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (entities only):
Arrow
Goodwood Fund
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b) ý |
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Canada
|
||
NUMBER OF SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER 145,300
|
|
6 |
SHARED VOTING POWER 0
|
||
7 |
SOLE DISPOSITIVE POWER 145,300
|
||
8 |
SHARED DISPOSITIVE POWER 0
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
145,300
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
0.8%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IV
|
CUSIP
No.
36268Q103
|
13G
|
Page 6
of 17
Pages
|
1
|
NAME
OF REPORTING PERSON I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (entities only):
Goodwood
Capital Fund
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
o
(b) ý |
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Canada
|
||
NUMBER OF SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER 65,300
|
|
6 |
SHARED VOTING POWER 0
|
||
7 |
SOLE DISPOSITIVE POWER 65,300
|
||
8 |
SHARED DISPOSITIVE POWER 0
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
65,300
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
0.3%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IV
|
CUSIP
No.
36268Q103
|
13G
|
Page 7
of 17
Pages
|
1
|
NAME
OF REPORTING PERSON I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (entities
only):
The
Goodwood Fund 2.0 Ltd.
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a)
o
(b) ý |
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Cayman
Islands
|
||
NUMBER OF SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER 414,800
|
|
6 |
SHARED VOTING POWER 0
|
||
7 |
SOLE DISPOSITIVE POWER 414,800
|
||
8 |
SHARED DISPOSITIVE POWER 0
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
414,800
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
2.2%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IV
|
CUSIP
No.
36268Q103
|
13G
|
Page 8
of 17
Pages
|
1
|
NAME
OF REPORTING PERSON I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS
(entities only):
MSS
Equity Hedge
15
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP (See Instructions)
(a)
o
(b) ý |
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Cayman
Islands
|
||
NUMBER OF SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER 9,700
|
|
6 |
SHARED VOTING POWER 0
|
||
7 |
SOLE DISPOSITIVE POWER 9,700
|
||
8 |
SHARED DISPOSITIVE POWER 0
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON:
9,700
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
(9):
Less
than 0.1%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IV
|
CUSIP
No.
36268Q103
|
13G
|
Page 9
of 17
Pages
|
1
|
NAME
OF REPORTING PERSON I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS
(entities only):
Peter
H. Puccetti
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (See Instructions)
(a)
o
(b) ý |
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Canada
|
||
NUMBER OF SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER 0
|
|
6 |
SHARED VOTING POWER 1,044,213
|
||
7 |
SOLE DISPOSITIVE POWER 0
|
||
8 |
SHARED DISPOSITIVE POWER 1,044,213
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON:
1,044,213
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT
IN ROW (9):
5.4%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
CUSIP
No.
36268Q103
|
13G
|
Page 10
of 17
Pages
|
1
|
NAME
OF REPORTING PERSON I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS
(entities only):
J.
Cameron
MacDonald
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF
A GROUP (See Instructions)
(a)
o
(b) ý |
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Canada
|
||
NUMBER OF SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER 0
|
|
6 |
SHARED VOTING POWER 1,044,213
|
||
7 |
SOLE DISPOSITIVE POWER 0
|
||
8 |
SHARED DISPOSITIVE POWER 1,044,213
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON:
1,044,213
|
||
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN
ROW (9):
5.4%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
CUSIP
No.
36268Q103
|
13G
|
Page 11
of 17
Pages
|
(a) |
Name
of Issuer:
|
(b) |
Address
of Issuer's Principal Executive
Offices:
|
(a) |
Name
of Person Filing:
|
(b) |
Address
of Principal Business Office or,
if none, Residence:
|
(c) |
Citizenship:
|
(d) |
Title
of Class of Securities:
|
(e) |
CUSIP
Number:
|
Item
3.
|
Item
4.
|
Ownership
|
CUSIP
No.
36268Q103
|
13G
|
Page 12
of 17
Pages
|
1. |
Goodwood
Inc.
|
(a) |
Amount
beneficially owned: 1,044,213
|
(b) |
Percent
of class: 5.4%
|
(c) |
(i)
Sole
power to vote or direct the vote:
0
|
(ii) Shared power to vote or direct the vote: 1,044,213 |
(iii)
Sole power to dispose or direct
the disposition:
0
|
(iv)
Shared power to dispose or direct
the disposition:
1,044,213
|
2. |
1354037
Ontario Inc.
|
(a) |
Amount
beneficially owned: 1,044,213
|
(b) |
Percent
of class: 5.4%
|
(c) |
(i)
Sole
power to vote or direct the vote:
0
|
(ii)
Shared power to vote or direct
the vote:
1,044,213
|
(iii) Sole power to dispose or direct the disposition: 0 |
(iv)
Shared power to dispose or direct
the disposition:
1,044,213
|
3. |
Goodwood
Fund
|
(a) |
Amount
beneficially owned: 409,113
|
(b) |
Percent
of class: 2.1%
|
(c) |
(i) Sole
power to vote or direct the vote:
409,113
|
(ii) Shared
power to vote or direct the vote:
0
|
(iii) Sole
power to dispose or direct the
disposition:
409,113
|
(iv) Shared power to dispose or direct the disposition: 0 |
4. |
Arrow
Goodwood Fund
|
(a) |
Amount
beneficially owned: 145,300
|
(b) |
Percent
of class: 0.8%
|
(c) |
(i) Sole
power to vote or direct the vote:
145,300
|
(ii) Shared
power to vote or direct the vote:
0
|
(iii)
Sole power to dispose or direct
the disposition:
145,300
|
(iv)
Shared power to dispose or direct
the disposition:
0
|
5. |
Goodwood
Capital Fund
|
(a) |
Amount
beneficially owned: 65,300
|
(b) |
Percent
of class: 0.3%
|
(c) |
(i)
Sole
power to vote or direct the vote:
65,300
|
(ii)
Shared power to vote or direct
the vote:
0
|
(iii) Sole power to dispose or direct the disposition: 65,300 |
(iv) Shared power to dispose or direct the disposition: 0 |
6. |
The
Goodwood Fund 2.0 Ltd.
|
(a) |
Amount
beneficially owned: 414,800
|
(b) |
Percent
of class: 2.2%
|
(c) |
(i)
Sole
power to vote or direct the vote:
414,800
|
(ii)
Shared power to vote or direct
the vote:
0
|
(iii)
Sole power to dispose or direct
the disposition:
414,800
|
(iv)
Shared power to dispose or direct
the disposition:
0
|
7. |
MSS
Equity Hedge 15
|
(a) |
Amount
beneficially owned: 9,700
|
(b) |
Percent
of class: Less than 0.1%
|
(c) |
(i)
Sole
power to vote or direct the vote:
9,700
|
(ii)
Shared power to vote or direct
the vote:
0
|
(iii) Sole power to dispose or direct the disposition: 9,700 |
(iv) Shared power to dispose or direct the disposition: 0 |
CUSIP
No.
36268Q103
|
13G
|
Page 13
of 17
Pages
|
8. |
Peter
H. Puccetti
|
(a) |
Amount
beneficially owned: 1,044,213
|
(b) |
Percent
of class: 5.4%
|
(c) |
(i)
Sole
power to vote or direct the vote:
0
|
(ii)
Shared power to vote or direct
the vote:
1,044,213
|
(iii) Sole
power to dispose or direct the
disposition:
0
|
(iv)
Shared power to dispose or direct
the disposition:
1,044,213
|
9. |
J.
Cameron MacDonald
|
(a) |
Amount
beneficially owned: 1,044,213
|
(b) |
Percent
of class: 5.4%
|
(c) |
(i)
Sole
power to vote or direct the vote:
0
|
(ii)
Shared power to vote or direct
the vote:
1,044,213
|
(iii)
Sole power to dispose or direct
the disposition:
0
|
(iv)
Shared power to dispose or direct
the disposition:
1,044,213
|
Item
5.
|
Ownership
Five Percent or Less of a
Class
|
Item
6.
|
Ownership
of More than Five Percent on
Behalf of Another
Person
|
Not
Applicable.
|
Item
8.
|
Identification
and Classification of Members
of the Group
|
Item
9.
|
Notice
of Dissolution of Group
|
Item
10.
|
Certification
|
CUSIP
No.
36268Q103
|
13G
|
Page 14
of 17
Pages
|
GOODWOOD
INC.
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
1354037
ONTARIO INC.
|
||
By:
|
/s/
J. Cameron MacDonald
|
|
Name:
|
J.
Cameron MacDonald
|
|
Title:
|
Authorized
Person
|
|
GOODWOOD
FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
ARROW
GOODWOOD FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
GOODWOOD
CAPITAL FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
THE
GOODWOOD FUND 2.0 LTD.
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
CUSIP
No.
36268Q103
|
13G
|
Page 15
of 17
Pages
|
MSS
EQUITY HEDGE 15
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
PETER
H. PUCCETTI
|
||
/s/
Peter H. Puccetti
|
||
J.
CAMERON MACDONALD
|
||
/s/
J. Cameron MacDonald
|
||
|
CUSIP
No.
36268Q103
|
13G
|
Page 16
of 17
Pages
|
GOODWOOD
INC.
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
1354037
ONTARIO INC.
|
||
By:
|
/s/
J. Cameron MacDonald
|
|
Name:
|
J.
Cameron MacDonald
|
|
Title:
|
Authorized
Person
|
|
GOODWOOD
FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
ARROW
GOODWOOD FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
GOODWOOD
CAPITAL FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
THE
GOODWOOD FUND 2.0 LTD.
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
CUSIP
No.
36268Q103
|
13G
|
Page 17
of 17
Pages
|
MSS
EQUITY HEDGE 15
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
PETER
H. PUCCETTI
|
||
/s/
Peter H. Puccetti
|
||
J.
CAMERON MACDONALD
|
||
/s/
J. Cameron MacDonald
|
||
|