SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
Caspian
Services, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
14766Q107
(CUSIP Number)
Joanne Tuckman
Chief Financial Officer
Firebird Management LLC
152 West 57th St, 24th Floor
New York, NY 10019
212-698-9260
Copies to:
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
October 10, 2010
(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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-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
Section 240.13d-7 for other parties to whom copies are to be sent.
* |
The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page. |
The information required on 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, as amended (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).
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1. |
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Names of
Reporting Persons. Firebird Avrora Advisors LLC |
2. |
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ¨ (b) x |
3. |
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SEC Use Only
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4. |
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Source of Funds (See Instructions)
AF |
5. |
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Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ |
6. |
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Citizenship or Place of
Organization New York |
Number of
Shares Beneficially
Owned by Each
Reporting Person
With |
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7. |
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Sole Voting Power
0 |
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8. |
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Shared Voting Power
1,814,165 |
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9. |
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Sole Dispositive Power
0 |
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10. |
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Shared Dispositive Power
1,814,165 |
11. |
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,814,165 |
12. |
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Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions) ¨ |
13. |
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Percent of Class Represented by Amount
in Row (11) 3.4% |
14. |
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Type of Reporting Person (See
Instructions) IA |
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1. |
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Names of
Reporting Persons. Firebird Management LLC |
2. |
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ¨ (b) x |
3. |
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SEC Use Only
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4. |
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Source of Funds (See Instructions)
AF |
5. |
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Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ |
6. |
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Citizenship or Place of
Organization New York |
Number of
Shares Beneficially
Owned by Each
Reporting Person
With |
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7. |
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Sole Voting Power
0 |
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8. |
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Shared Voting Power
1,847,500 |
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9. |
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Sole Dispositive Power
0 |
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10. |
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Shared Dispositive Power
1,847,500 |
11. |
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,847,500 |
12. |
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Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions) ¨ |
13. |
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Percent of Class Represented by Amount
in Row (11) 3.5% |
14. |
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Type of Reporting Person (See
Instructions) IA |
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1. |
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Names of
Reporting Persons. Harvey Sawikin |
2. |
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ¨ (b) x |
3. |
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SEC Use Only
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4. |
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Source of Funds (See Instructions)
AF |
5. |
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Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨ |
6. |
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Citizenship or Place of
Organization United States of America |
Number of
Shares Beneficially
Owned by Each
Reporting Person
With |
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7. |
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Sole Voting Power
0 |
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8. |
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Shared Voting Power
3,661,665 |
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9. |
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Sole Dispositive Power
0 |
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10. |
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Shared Dispositive Power
3,661,665 |
11. |
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Aggregate Amount Beneficially Owned by Each Reporting Person
3,661,665 |
12. |
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Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions) ¨ |
13. |
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Percent of Class Represented by Amount
in Row (11) 7.0% |
14. |
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Type of Reporting Person (See
Instructions) IN |
Explanatory Note
This Amendment No. 7 amends and supplements the Schedule 13D filed on October 6, 2003, as amended on February 2,
2004, February 28, 2005, April 25, 2006, August 6, 2007, March 12, 2008 and August 3, 2010 (as amended, this Schedule 13D). This Amendment No. 7 is filed to report transactions
since the last amendment and to remove James Passin, FGS Advisors, LLC, Firebird Global Master Fund, Ltd., and FG2 Advisors, LLC as Reporting Persons.
Item 2. |
Identity and Background |
Item 2 of this Schedule 13D is amended and restated as follows:
This Schedule 13D being filed by Firebird Avrora Advisors LLC (Avrora), Firebird Management LLC
(Management), and Harvey Sawikin (Mr. Sawikin and together with Avrora and Management, the Reporting Persons).
Harvey Sawikin, a citizen of the United States of America, has a business address of 152 West 57th Street, 24th Floor, New York, NY 10019. His
principal occupation is manager and controlling principal of Avrora and Management, and he is also a controlling principal of FGS Advisors, LLC (FGS) and FG2 Advisors, LLC (FG2). Avrora and Management are New
York limited liability companies which have their principal offices at 152 West 57th Street, 24th Floor, New York, NY 10019.
The
principal business of each of Avrora and Management is to serve as investment manager or advisor to investment funds and managed accounts (Funds) and to control the investing and trading in securities of the Funds.
During the past five years, none of the Reporting Persons have been: (i) convicted in any criminal proceeding, or (ii) a party to
any civil proceeding commenced before a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is now subject to a judgment, decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Item 5. |
Interest in Securities of the Issuer |
Item 5(a)-(c) and (e) of this Schedule 13D is
amended and restated as follows:
(a)-(b) The information required by these paragraphs with respect to each Reporting Person is set
forth in Rows 7 through 13 of the cover page to this Schedule 13D and is incorporated herein by reference. The ownership percentage reported in Row 13 is based on 52,657,574 shares of Common Stock outstanding as of August 7, 2015, as disclosed
in the Issuers Quarterly Report on Form 10-Q for the quarter ended June 30, 2015, filed on August 19, 2015.
Other than as
described in this Item 5, to the knowledge of the Reporting Persons, no shares of Common Stock are beneficially owned by any of the persons named in Item 2.
Avrora Advisors acts as investment advisor to Firebird Avrora Fund, Ltd. (Avrora Fund), a private investment fund which
owns 1,814,165 shares of the Common Stock. FGS acts as investment advisor to the Firebird Global Master Fund, Ltd. (Global Fund), a private investment fund which currently holds no shares of the Common Stock. FG2 acts as
investment advisor to the Firebird Global Master Fund II, Ltd. (Global Fund II), a private investment fund which currently holds no shares of the Common Stock. Management acts as investment advisor to Firebird Republics Fund, Ltd.
(Republics), a private investment fund which currently owns no shares of the Common Stock, and Firebird New Russia Fund, Ltd. (New Russia), a private investment fund which owns 1,847,500 shares of the Common
Stock. As investment advisors, each of Avrora and Management shares voting and investment control with respect to the shares of Common Stock held by their respective advised Funds. Mr. Sawikin, as control person of Avrora and Management, shares
investment power and voting power with respect to the Common Stock reported by them. The filing of this Schedule 13D shall not be construed as an admission that the Reporting Persons are, for the purposes of Section 13(d) or 13(g) of the
Exchange Act, the beneficial owner of any securities covered by this Schedule 13D.
(c) Upon Mr. Passins resignation as a
member of the Board of Directors of the Issuer on March 4, 2008, the options he held for an aggregate of 25,000 shares of Common Stock terminated.
Additionally, since the last amendment to the Schedule 13D filed on August 3, 2010, the
Reporting Persons have entered into the following transactions:
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Name of Entity |
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Date of Transaction |
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Amount of Securities Purchased/(Sold) |
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Price Per Share |
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Global Fund |
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10/10/2010 |
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(1,675,825 |
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$ |
0.42 |
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Republics |
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12/29/2011 |
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(1,775,000 |
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$ |
0.081 |
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New Russia |
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12/29/2011 |
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1,775,000 |
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$ |
0.081 |
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Global Fund II |
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1/3/2012 |
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(20,000 |
) |
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$ |
0.06375 |
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Global Fund II |
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1/6/2012 |
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(14,000 |
) |
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$ |
0.04821 |
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Global Fund II |
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1/19/2012 |
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(155,900 |
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$ |
0.02984 |
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Global Fund II |
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1/20/2012 |
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(143,433 |
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$ |
0.02983 |
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Global Fund |
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1/5/2015 |
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(1,262,508 |
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$ |
0.01802 |
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(e) James Passin, FGS and Global Fund ceased to be Reporting Persons on January 5, 2015. FG2 ceased to be
a Reporting Person on January 20, 2012.
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.
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Firebird Avrora Advisors LLC |
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By: |
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/s/ Harvey Sawikin |
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Name: Harvey Sawikin |
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Title: Principal |
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Firebird Management LLC |
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By: |
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/s/ Harvey Sawikin |
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Name: Harvey Sawikin |
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Title: Principal |
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/s/ Harvey Sawikin |
Harvey Sawikin |
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Date: September 4, 2015 |
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