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
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- Peter Lynch
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
ZBB Energy Corporation
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
98876R204
(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 purposes 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).
Page 1 of 7 Pages
CUSIP No. 98876R204 13G/A Page 2 of 7 Pages
- -----------------------------------------------------------------------
(1) NAMES OF REPORTING PERSONS
GLG Partners LP
- -----------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [X]
(b) [ ]
- -----------------------------------------------------------------------
(3) SEC USE ONLY
- -----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
- -----------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
0
SHARES -------------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
580,106 shares of Common Stock
OWNED BY ----------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
0
REPORTING -------------------------------------------------------------
PERSON WITH: (8) SHARED DISPOSITIVE POWER
580,106 shares of Common Stock
- -----------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
580,106 shares of Common Stock
- -----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
- -----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
4.69%
- -----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
- -----------------------------------------------------------------------
CUSIP No. 98876R204 13G/A Page 3 of 7 Pages
- -----------------------------------------------------------------------
(1) NAMES OF REPORTING PERSONS
GLG Partners Limited
- -----------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [X]
(b) [ ]
- -----------------------------------------------------------------------
(3) SEC USE ONLY
- -----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
- -----------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
0
SHARES -------------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
580,106 shares of Common Stock
OWNED BY ----------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
0
REPORTING -------------------------------------------------------------
PERSON WITH: (8) SHARED DISPOSITIVE POWER
580,106 shares of Common Stock
- -----------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
580,106 shares of Common Stock
- -----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
- -----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
4.69%
- -----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA, HC
- -----------------------------------------------------------------------
CUSIP No. 98876R204 13G/A Page 4 of 7 Pages
- -----------------------------------------------------------------------
(1) NAMES OF REPORTING PERSONS
GLG Partners, Inc.
- -----------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [X]
(b) [ ]
- -----------------------------------------------------------------------
(3) SEC USE ONLY
- -----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- -----------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
0
SHARES -------------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
580,106 shares of Common Stock
OWNED BY -----------------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
0
REPORTING -------------------------------------------------------------
PERSON WITH: (8) SHARED DISPOSITIVE POWER
580,106 shares of Common Stock
- -----------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
580,106 shares of Common Stock
- -----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
- -----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
4.69%
- -----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
- -----------------------------------------------------------------------
CUSIP No. 98876R204 13G/A Page 5 of 7 Pages
This Amendment No. 6 (this "Amendment") amends the statement on Schedule 13G
filed on June 20, 2007 (the "Original Schedule 13G"), as amended by Amendment
No. 1 filed on February 14, 2008, Amendment No. 2 filed on April 1, 2008,
Amendment No. 3 filed on May 1, 2008, Amendment No. 4 filed on August 5, 2009,
and Amendment No. 5 filed on November 10, 2009 (the Original Schedule 13G as
amended, the "Schedule 13G") with respect to shares of Common Stock, par value
$0.01 per share (the "Shares") of ZBB Energy Corporation, a Wisconsin
corporation (the "Company"). Capitalized terms used herein and not otherwise
defined in this Amendment have the meanings set forth in the Schedule 13G. This
Amendment amends and restates Items 2(a), 4 and 5 in their entirety as set forth
below.
Item 2(a). Name of Person Filing
This statement is filed by the entities and persons listed below, who
are collectively referred to herein as "Reporting Persons," with
respect to Shares (as defined in Item 2(d) below) of the Company:
INVESTMENT MANAGER
(ii) GLG Partners LP (the "Investment Manager"), with respect to
the Shares held by certain funds and managed accounts to which
the Investment Manager serves as investment manager
(collectively, the "GLG Funds").
GENERAL PARTNER
(iii) GLG Partners Limited (the "General Partner"), which serves as
the general partner of the Investment Manager, with respect to
the Shares held by each of the GLG Funds.
PARENT COMPANY
(iv) GLG Partners, Inc. (the "Parent Company"), which indirectly
wholly owns the General Partner, with respect to the Shares
held by each of the GLG Funds.
The Investment Manager serves as the investment manager to each of the
GLG Funds. The General Partner serves as the general partner to the
Investment Manager. The Parent Company indirectly wholly owns the
General Partner.
Item 4. Ownership
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
The information required by Items 4(a) - (c) is set forth in Rows 5 -
11 of the cover page for each Reporting Person hereto and is
incorporated herein by reference for each such Reporting Person.
As of the date of this filing, each Reporting Person may be deemed to
be the beneficial owner of 15,853 Shares owned by the GLG Funds. Based
upon the Company's Quarterly Report filed on November 16, 2009 on Form
10-Q for the quarterly period ended September 30, 2009, the Company had
12,381,214 Shares outstanding as of November 12, 2009. Therefore, as of
the date of this filing, each Reporting Person may be deemed to own
0.13% of the Shares.
CUSIP No. 98876R204 13G/A Page 6 of 7 Pages
The Investment Manager, which serves as the investment manager to each
of the GLG Funds, may be deemed to be the beneficial owner of all
Shares owned by the GLG Funds. The Investment Manager exercises its
investment authority directly or indirectly through various entities,
including, without limitation, GLG Inc. The General Partner, as general
partner to the Investment Manager, may be deemed to be the beneficial
owner of all Shares owned by the GLG Funds. Each of Emmanuel Roman,
Pierre Lagrange and Noam Gottesman are Managing Directors of the
General Partner. The Parent Company, which indirectly wholly owns the
General Partner, may be deemed to be the beneficial owner of all Shares
owned by the GLG Funds. Each of the Investment Manager, the General
Partner, the Parent Company, GLG Inc., Emmanuel Roman, Pierre Lagrange
and Noam Gottesman hereby disclaims any beneficial ownership of any
such Shares, except for their pecuniary interest therein.
CUSIP No. 98876R204 13G/A Page 7 of 7 Pages
SIGNATURES
After reasonable inquiry and to the best of its knowledge and belief, each
of the undersigned certifies that the information with respect to it set forth
in this statement is true, complete, and correct.
Dated: February 11, 2010
GLG PARTNERS LP
By: /s/ Victoria Parry
------------------
Name: Victoria Parry
Title: Senior Legal Counsel of GLG Partners LP
GLG PARTNERS LIMITED
Individually and in its capacity as General Partner of GLG Partners LP
By: /s/ Emmanuel Roman
------------------
Name: Emmanuel Roman
Title: Managing Director
GLG PARTNERS, INC.
By: /s/ Alejandro R. San Miguel
---------------------------
Name: Alejandro R. San Miguel
Title: General Counsel and Corporate Secretary