Old PSG Wind-Down (PSGLQ) Form 3 Initial statement of insider ownership

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

SAGARD HOLDINGS INC.

(Last) (First) (Middle)

751 VICTORIA SQUARE

(Street)

MONTREAL Z4 H2Y 2J3

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/24/2016

3. Issuer Name and Ticker or Trading Symbol
Performance Sports Group Ltd. [ PSG ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
Member of 10% owner group

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
COMMON STOCK	0	D
COMMON STOCK	0	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

SAGARD HOLDINGS INC.

(Last) (First) (Middle)

751 VICTORIA SQUARE

(Street)

MONTREAL Z4 H2Y 2J3

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

9938982 CANADA INC.

(Last) (First) (Middle)

161 BAY STREET SUITE 5000

(Street)

TORONTO, ONTARIO Z4 M5J 2S1

(City) (State) (Zip)

Explanation of Responses:

Remarks:

Amounts in the rows in Table I relate to each Reporting Person. This Form 3 is being filed by Sagard Holdings Inc., a Canadian corporation ("Sagard Holdings") and 9938982 Canada Inc., a Canadian corporation ("9938982 Canada" and together with Sagard Holdings, the "Reporting Persons"). In a Schedule 13D/A, the Reporting Persons have been added as potential members of a "group" with Sagard Capital Partners, L.P. ("Sagard Capital") and others. However, in such Schedule 13D/A, the Reporting Persons disclaimed beneficial ownership of such shares held by Sagard Capital for purposes of Section 13(d) of the Securities Exchange Act of 1934. The Reporting Persons do not beneficially own any other shares. As a result, the Reporting Persons may not be deemed to be beneficial owners of any shares of the Issuer for purposes of Section 13(d) and/or Rule 16a-1(a)(1). Notwithstanding the foregoing, the Reporting Persons are making this Form 3 filing as a precautionary matter. Each of the Reporting Persons disclaims beneficial ownership (as defined in Rule 16a-1(a)(2)) of any securities of the Issuer except to the extent of any pecuniary interest therein. Sagard Holdings is a limited partner of Sagard Capital and is not deemed to beneficially own the shares of the Issuer held by Sagard Capital. As a result of direct and indirect securities holdings, Power Corporation of Canada and The Desmarais Family Residuary Trust (the "Trust"), which was formed under the Last Will and Testament of Paul G. Desmarais, may be deemed (i) to control the Reporting Persons, although the filing of this Form 3 shall not be construed as an admission that any such control relationship actually exists, and (ii) to beneficially own the securities reported herein. Each of Power Corporation of Canada, the Trust and the trustees of the Trust disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any.

	/s/ Samuel Robinson, Vice President, Sagard Holdings Inc.	11/03/2016
	/s/ Samuel Robinson, President, 9938982 Canada Inc.	11/03/2016
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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