Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G/A
Amendment No.
3
Under the
Securities Exchange Act of 1934*
|
Equicap,
Inc.
|
|
(Name
of Issuer)
|
|
Common
Stock, par value $0.001 per share
|
|
(Title
of Class of Securities)
|
|
29441R304
|
|
(CUSIP
Number)
|
|
December
31, 2009
|
|
(Date
of Event Which Requires Filing of this
Statement)
|
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
[ ] Rule
13d-1(b)
[X]
Rule 13d-1(c)
[ ] 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
(the "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.
|
29441R304
|
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Jayhawk
Private Equity Fund, L.P. (20-5004931)
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [X]
|
|
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE
VOTING POWER
0
|
|
6
|
SHARED
VOTING POWER
Less
than 5%*
|
|
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
|
8
|
SHARED
DISPOSITIVE POWER
Less
than 5%*
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Less
than 5%*
|
|
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (See
Instructions) [ ]
Not
Applicable
|
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Less
than 5%*
|
|
|
12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
|
*Based on
27,613,019 outstanding shares of common stock, par value $0.001 per share, as
reported by Equicap, Inc. in its Form 10-Q filed on November 12,
2009.
Page 1 of
9 Pages
|
CUSIP
No.
|
29441R304
|
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Jayhawk
Private Equity Co-Invest Fund, L.P. (20-5249125)
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [X]
|
|
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE
VOTING POWER
0
|
|
6
|
SHARED
VOTING POWER
Less
than 5%*
|
|
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
|
8
|
SHARED
DISPOSITIVE POWER
Less
than 5%*
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Less
than 5%*
|
|
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (See
Instructions) [ ]
Not
Applicable
|
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Less
than 5%*
|
|
|
12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
|
*Based on
27,613,019 outstanding shares of common stock, par value $0.001 per share, as
reported by Equicap, Inc. in its Form 10-Q filed on November 12,
2009.
Page 2 of
9 Pages
|
CUSIP
No.
|
29441R304
|
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Jayhawk
Private Equity GP, L.P. (20-5005219)
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [X]
|
|
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE
VOTING POWER
0
|
|
6
|
SHARED
VOTING POWER
Less
than 5%*
|
|
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
|
8
|
SHARED
DISPOSITIVE POWER
Less
than 5%*
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Less
than 5%*
|
|
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (See
Instructions) [ ]
Not
Applicable
|
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Less
than 5%*
|
|
|
12
|
TYPE OF REPORTING
PERSON (SEE INSTRUCTIONS)
PN
|
|
*Based on
27,613,019 outstanding shares of common stock, par value $0.001 per share, as
reported by Equicap, Inc. in its Form 10-Q filed on November 12,
2009.
Page 3 of
9 Pages
|
CUSIP No.
|
29441R304
|
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Jayhawk
Capital Management, L.L.C. (48-1172612)
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [X]
|
|
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE
VOTING POWER
0
|
|
6
|
SHARED
VOTING POWER
Less
than 5%*
|
|
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
|
8
|
SHARED
DISPOSITIVE POWER
Less
than 5%*
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Less
than 5%*
|
|
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (See
Instructions) [ ]
Not
Applicable
|
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Less
than 5%*
|
|
|
12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
|
|
*Based on
27,613,019 outstanding shares of common stock, par value $0.001 per share, as
reported by Equicap, Inc. in its Form 10-Q filed on November 12,
2009.
Page 4 of
9 Pages
|
CUSIP
No.
|
29441R304
|
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Kent
C. McCarthy
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) [ ]
(b) [X]
|
|
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE
VOTING POWER
0
|
|
6
|
SHARED
VOTING POWER
Less
than 5%*
|
|
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
|
8
|
SHARED
DISPOSITIVE POWER
Less
than 5%*
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Less
than 5%*
|
|
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (See
Instructions) [ ]
Not
Applicable
|
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Less
than 5%*
|
|
|
12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
|
*Based on 27,613,019 outstanding shares
of common stock, par value $0.001 per share, as reported by Equicap, Inc. in its
Form 10-Q filed on November 12, 2009.
Page 5 of
9 Pages
| Item 2(b) | Address of Principal Business Office or, if None, Residence: |
The
principal business address of Jayhawk Private Equity Fund, L.P., Jayhawk Private
Equity Co-Invest Fund, L.P., Jayhawk Private Equity GP, L.P., Jayhawk Capital
Management, L.L.C., and Kent C. McCarthy is930
Tahoe Blvd., 802-281, Incline Village, NV, 89451.
| Item 4. | Ownership: |
The
information below is as of December 31, 2009.
|
(a)
|
Amount
beneficially owned:
|
1. Jayhawk
Private Equity Fund, L.P.: Less than 5%
2. Jayhawk
Private Equity Co-Invest Fund, L.P.: Less than 5%
3. Jayhawk
Private Equity GP, L.P.: Less than 5%
4. Jayhawk
Capital Management, L.L.C.: Less than 5%
5. Kent
C. McCarthy: Less than 5%
|
(b)
|
Percent
of class:
|
1. Jayhawk Private Equity
Fund, L.P.: Less than 5%
2. Jayhawk Private Equity
Co-Invest Fund, L.P.: Less than 5%
3. Jayhawk Private Equity
GP, L.P.: Less than 5%
4. Jayhawk Capital
Management, L.L.C.: Less than 5%
5. Kent
McCarthy: Less than 5%
|
(c)
|
Number
of shares as to which the person
has:
|
|
|
(i)
|
Sole
power to vote or to direct the vote:
|
1. Jayhawk
Private Equity Fund, L.P.: 0
2. Jayhawk
Private Equity Co-Invest Fund, L.P.: 0
3. Jayhawk
Private Equity GP, L.P.: 0
4. Jayhawk
Capital Management, L.L.C.: 0
5. Kent
C. McCarthy: 0
|
|
(ii)
|
Shared
power to vote or direct the vote:
|
1. Jayhawk
Private Equity Fund, L.P.: Less than 5%
2. Jayhawk
Private Equity Co-Invest Fund, L.P.: Less than 5%
3. Jayhawk
Private Equity GP, L.P.: Less than 5%
4. Jayhawk
Capital Management, L.L.C.: Less than 5%
5. Kent
C. McCarthy: Less than 5%
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of:
|
1. Jayhawk
Private Equity Fund, L.P.: 0
2. Jayhawk
Private Equity Co-Invest Fund, L.P.: 0
3. Jayhawk
Private Equity GP, L.P.: 0
4. Jayhawk
Capital Management, L.L.C.: 0
5. Kent
C. McCarthy: 0
|
|
(iv)
|
Shared
power to dispose or to direct the disposition
of:
|
1. Jayhawk
Private Equity Fund, L.P.: Less than 5%
2. Jayhawk
Private Equity Co-Invest Fund, L.P.: Less than 5%
Page 6 of
9 Pages
3. Jayhawk
Private Equity GP, L.P.: Less than 5%
4. Jayhawk
Capital Management, L.L.C.: Less than 5%
5. Kent
C. McCarthy: Less than 5%
Percent
of Class based on 27,613,019 outstanding shares of common stock, par value
$0.001 per share, as reported by Equicap, Inc. in its Form 10-Q filed on
November 12, 2009.
| Item 5 | Ownership of Five Percent or Less of a Class: |
|
|
If
this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more
than 5% of the class of securities, check the
following:
|
|
|
[ X]
|
Page 7 of
9 Pages
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, the parties below
certify that the information set forth in this statement is true, complete and
correct.
|
Dated:
|
February
16, 2010
|
|
/s/
Kent C. McCarthy
|
|||
|
Kent
C. McCarthy
|
|||
|
Jayhawk
Capital Management, L.L.C.
|
|||
|
By:
|
/s/
Kent C. McCarthy
|
||
|
Name: Kent
C. McCarthy
|
|||
|
Title:
Manager
|
|||
|
Jayhawk
Private Equity GP, L.P.
|
|||
|
By:
|
Jayhawk
Capital Management, L.L.C.
Its
general partner
/s/
Kent C. McCarthy
|
||
|
Name: Kent
C. McCarthy
|
|||
|
Title:
Manager
|
|||
|
Jayhawk
Private Equity Fund, L.P.
|
|||
|
By:
|
Jayhawk
Private Equity GP, L.P.
Its
general partner
/s/
Kent C. McCarthy
|
||
|
Name: Kent
C. McCarthy
|
|||
|
Title: Manager of
Jayhawk Capital Management, L.L.C., the General Partner of Jayhawk Private
Equity GP, L.P.
|
|||
|
Jayhawk
Private Equity Co-Invest Fund, L.P.
|
|||
|
By:
|
Jayhawk
Private Equity GP, L.P.
Its
general partmer
/s/
Kent C. McCarthy
|
||
|
Name: Kent
McCarthy
|
|||
|
Title:
Manager of Jayhawk Capital Management, L.L.C., the General Partner of
Jayhawk Private Equity GP, L.P.
|
|||
Page 8 of
9 Pages
Exhibit
A
AGREEMENT
REGARDING THE JOINT FILING OF SCHEDULE 13G
In accordance with Rule 13d-1(k) under
the Securities Exchange Act of 1934, as amended, the undersigned agree to the
joint filing on behalf of each of them of a statement on Schedule 13G (including
amendments thereto) with respect to the Common Stock, par value $0.001 per
share, of Equicap, Inc., and further agree that this Agreement be included as an
exhibit to such filings.
In evidence whereof, the undersigned
have caused this Agreement to be executed on their behalf this 2nd day of April,
2009.
|
/s/
Kent C. McCarthy
|
|||
|
Kent
C. McCarthy
|
|||
|
Jayhawk
Capital Management, L.L.C.
|
|||
|
By:
|
/s/
Kent C. McCarthy
|
||
|
Name: Kent
C. McCarthy
|
|||
|
Title:
Manager
|
|||
|
Jayhawk
Private Equity GP, L.P.
|
|||
|
By:
|
Jayhawk
Capital Management, L.L.C.
Its
general partner
/s/
Kent C. McCarthy
|
||
|
Name: Kent
C. McCarthy
|
|||
|
Title:
Manager
|
|||
|
Jayhawk
Private Equity Fund, L.P.
|
|||
|
By:
|
Jayhawk
Private Equity GP, L.P.
Its
general partner
/s/
Kent C. McCarthy
|
||
|
Name: Kent
C. McCarthy
|
|||
|
Title:
Manager of Jayhawk Capital Management, L.L.C., the General Partner of
Jayhawk Private Equity GP, L.P.
|
|||
|
Jayhawk
Private Equity Co-Invest Fund, L.P.
|
|||
|
By:
|
Jayhawk
Private Equity GP, L.P.
Its
general partmer
/s/
Kent C. McCarthy
|
||
|
Name: Kent
McCarthy
|
|||
|
Title:
Manager of Jayhawk Capital Management, L.L.C., the General Partner of
Jayhawk Private Equity GP, L.P.
|
|||
Page 9 of
9 Pages