-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BtDp6CW24Dfi38C/Wx9UFHHcQved5suXJ/6Q3Kabo4YsJnU2X/RClAf17vw8Eio7 Vka09zZWQIQbxxylGmue1Q== 0001085146-09-000939.txt : 20090212 0001085146-09-000939.hdr.sgml : 20090212 20090212075131 ACCESSION NUMBER: 0001085146-09-000939 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090212 DATE AS OF CHANGE: 20090212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ELECTRONIC GAME CARD INC CENTRAL INDEX KEY: 0001083036 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS MANUFACTURING INDUSTRIES [3990] IRS NUMBER: 870570975 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-61671 FILM NUMBER: 09591834 BUSINESS ADDRESS: STREET 1: 712 FIFTH AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 646-723-8936 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: SCIENTIFIC ENERGY INC DATE OF NAME CHANGE: 20010829 FORMER COMPANY: FORMER CONFORMED NAME: QUAZON CORP /NV/ DATE OF NAME CHANGE: 19990330 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Tricadia Capital Management, LLC CENTRAL INDEX KEY: 0001455452 IRS NUMBER: 202605420 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 780 THIRD AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 646-388-5900 MAIL ADDRESS: STREET 1: 780 THIRD AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G 1 electronicgamecardinc.htm TRICADIA CAPITAL MANAGEMENT, LLC
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )

Electronic Game Card, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

285716106

(CUSIP Number)

December 31, 2008

(Date of Event Which Requires Filing of this Statement)
 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[X]Rule 13d-1(b)
[]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 ('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. 285716106

Person 1
 1. (a) Names of Reporting Persons.
Tricadia Capital Management, LLC
  (b) Tax ID
20-2605420

  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a)  []
  (b)  []

 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 3,078,000

7. Sole Dispositive Power 0

8. Shared Dispositive Power 3,078,000


9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,078,000


10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)


11. Percent of Class Represented by Amount in Row (9)  5.6 %


12. Type of Reporting Person (See Instructions)

IA

Item 1.
  (a) Name of Issuer
Electronic Game Card, Inc.
  (b) Address of Issuer's Principal Executive Offices
   712 5th Avenue, 19th Floor, New York, NY 10019
Item 2.
 (a) Name of Person Filing
Tricadia Capital Management, LLC
 (b) Address of Principal Business Office or, if none, Residence
780 Third Avenue, 29th Floor, New York, NY 10017
  (c) Citizenship
Delaware
  (d) Title of Class of Securities
Common Stock
  (e)CUSIP Number
285716106
 
Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78c)
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940
(15 U.S.C 80a-8).
(e) [X ] An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act
(12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an investment company under section
3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);.
(k) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(K).If filing as a non-U.S. institution in accordance with 240.13d-1(b)(ii)(J), please specify the type of institution:
 
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.
 (a) Amount beneficially owned:  3,078,000
 (b) Percent of class:  5.6%
 (c)Number of shares as to which the person has:
  (i) Sole power to vote or to direct the vote 0
 (ii) Shared power to vote or to direct the vote  3,078,000
   (iii) Sole power to dispose or to direct the disposition of 0
  (iv) Shared power to dispose or to direct the disposition of 3,078,000
 

Person 2
 1. (a) Names of Reporting Persons.
Tricadia Holdings, L.P.
  (b) Tax ID
20-2605373

  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a)  []
  (b)  []

 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 3,078,000

7. Sole Dispositive Power 0

8. Shared Dispositive Power 3,078,000


9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,078,000


10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)


11. Percent of Class Represented by Amount in Row (9)  5.6 %


12. Type of Reporting Person (See Instructions)

HC, PN

Item 1.
  (a) Name of Issuer
Electronic Game Card, Inc.
  (b) Address of Issuer's Principal Executive Offices
   712 5th Avenue, 19th Floor, New York, NY 10019
Item 2.
 (a) Name of Person Filing
Tricadia Holdings, L.P.
 (b) Address of Principal Business Office or, if none, Residence
780 Third Avenue, 29th Floor, New York, NY 10017
  (c) Citizenship
Delaware
  (d) Title of Class of Securities
Common Stock
  (e)CUSIP Number
285716106
 
Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78c)
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940
(15 U.S.C 80a-8).
(e) [ ] An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);
(g) [X ] A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act
(12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an investment company under section
3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);.
(k) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(K).If filing as a non-U.S. institution in accordance with 240.13d-1(b)(ii)(J), please specify the type of institution:
 
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.
 (a) Amount beneficially owned:  3,078,000
 (b) Percent of class:  5.6%
 (c)Number of shares as to which the person has:
  (i) Sole power to vote or to direct the vote 0
 (ii) Shared power to vote or to direct the vote  3,078,000
   (iii) Sole power to dispose or to direct the disposition of 0
  (iv) Shared power to dispose or to direct the disposition of 3,078,000
 

Person 3
 1. (a) Names of Reporting Persons.
Tricadia Holdings GP, LLC
  (b) Tax ID
80-0168559

  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a)  []
  (b)  []

 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 3,078,000

7. Sole Dispositive Power 0

8. Shared Dispositive Power 3,078,000


9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,078,000


10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)


11. Percent of Class Represented by Amount in Row (9)  5.6 %


12. Type of Reporting Person (See Instructions)

HC

Item 1.
  (a) Name of Issuer
Electronic Game Card, Inc.
  (b) Address of Issuer's Principal Executive Offices
   712 5th Avenue, 19th Floor, New York, NY 10019
Item 2.
 (a) Name of Person Filing
Tricadia Holdings GP, LLC
 (b) Address of Principal Business Office or, if none, Residence
780 Third Avenue, 29th Floor, New York, New York 10017
  (c) Citizenship
Delaware
  (d) Title of Class of Securities
Common Stock
  (e)CUSIP Number
285716106
 
Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78c)
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940
(15 U.S.C 80a-8).
(e) [ ] An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);
(g) [X ] A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act
(12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an investment company under section
3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);.
(k) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(K).If filing as a non-U.S. institution in accordance with 240.13d-1(b)(ii)(J), please specify the type of institution:
 
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.
 (a) Amount beneficially owned:  3,078,000
 (b) Percent of class:  5.6%
 (c)Number of shares as to which the person has:
  (i) Sole power to vote or to direct the vote 0
 (ii) Shared power to vote or to direct the vote  3,078,000
   (iii) Sole power to dispose or to direct the disposition of 0
  (iv) Shared power to dispose or to direct the disposition of 3,078,000
 

Person 4
 1. (a) Names of Reporting Persons.
Arif Inayatullah
  (b) Tax ID

  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a)  []
  (b)  []

 3. SEC Use Only . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

 4. Citizenship or Place of Organization   United States

Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power  0

6.  Shared Voting Power 3,078,000

7. Sole Dispositive Power 0

8. Shared Dispositive Power 3,078,000


9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,078,000


10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)


11. Percent of Class Represented by Amount in Row (9)  5.6 %


12. Type of Reporting Person (See Instructions)

HC, IN

Item 1.
  (a) Name of Issuer
Electronic Game Card, Inc.
  (b) Address of Issuer's Principal Executive Offices
   712 5th Avenue, 19th Floor, New York, NY 10019
Item 2.
 (a) Name of Person Filing
Arif Inayatullah
 (b) Address of Principal Business Office or, if none, Residence
780 Third Avenue, 29th Floor, New York, NY 10017
  (c) Citizenship
United States
  (d) Title of Class of Securities
Common Stock
  (e)CUSIP Number
285716106
 
Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78c)
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940
(15 U.S.C 80a-8).
(e) [ ] An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);
(g) [X ] A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act
(12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an investment company under section
3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);.
(k) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(K).If filing as a non-U.S. institution in accordance with 240.13d-1(b)(ii)(J), please specify the type of institution:
 
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.
 (a) Amount beneficially owned:  3,078,000
 (b) Percent of class:  5.6%
 (c)Number of shares as to which the person has:
  (i) Sole power to vote or to direct the vote 0
 (ii) Shared power to vote or to direct the vote  3,078,000
   (iii) Sole power to dispose or to direct the disposition of 0
  (iv) Shared power to dispose or to direct the disposition of 3,078,000
 

Person 5
 1. (a) Names of Reporting Persons.
Michael Barnes
  (b) Tax ID

  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a)  []
  (b)  []

 3. SEC Use Only . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

 4. Citizenship or Place of Organization   United States

Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power  0

6.  Shared Voting Power 3,078,000

7. Sole Dispositive Power 0

8. Shared Dispositive Power 3,078,000


9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,078,000


10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)


11. Percent of Class Represented by Amount in Row (9)  5.6 %


12. Type of Reporting Person (See Instructions)


Item 1.
  (a) Name of Issuer
Electronic Game Card, Inc.
  (b) Address of Issuer's Principal Executive Offices
   712 5th Avenue, 19th Floor, New York, NY 10019
Item 2.
 (a) Name of Person Filing
Michael Barnes
 (b) Address of Principal Business Office or, if none, Residence
780 Third Avenue, 29th Floor, New York, NY 10017
  (c) Citizenship
United States
  (d) Title of Class of Securities
Common Stock
  (e)CUSIP Number
285716106
 
Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78c)
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940
(15 U.S.C 80a-8).
(e) [ ] An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);
(g) [X ] A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act
(12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an investment company under section
3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);.
(k) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(K).If filing as a non-U.S. institution in accordance with 240.13d-1(b)(ii)(J), please specify the type of institution:
 
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.
 (a) Amount beneficially owned:  3,078,000
 (b) Percent of class:  5.6%
 (c)Number of shares as to which the person has:
  (i) Sole power to vote or to direct the vote 0
 (ii) Shared power to vote or to direct the vote  3,078,000
   (iii) Sole power to dispose or to direct the disposition of 0
  (iv) Shared power to dispose or to direct the disposition of 3,078,000
 
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 five percent of the class of securities, check the following.[ ].
 
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
All securities reported in this schedule are owned by advisory clients of Tricadia Capital Management, LLC ("Tricadia"), no one of which to the knowledge of Tricadia owns more than 5% of the class. In its role as investment adviser, Tricadia posseses voting and investment power over securities of the Issuer described in this schedule that are owned by Tricadia's advisory clients. Tricadia disclaims beneficial ownership of all such securities.

Tricadia Holdings, LP owns Tricadia Capital Management, LLC. Tricadia Holdings GP, LLC serves as the general partner of Tricadia Holdings, LP. Michael Barnes and Arif Inayatullah are the managing members of Tricadia Holdings GP, LLC. By virtue of these relationships, Tricadia Holdings, LP, Tricadia Holdings GP, LLC, Michael Barnes and Arif Inayatullah may be deemed to have indirect beneficial ownership of the securities beneficially owned by Tricadia Capital Management, LLC. These entities and individuals, however, disclaim beneficial ownership of all such securities.
Item 7.Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
See Exhibit A
Item 8.Identification and Classification of Members of the Group
N/A
Item 9.Notice of Dissolution of Group
N/A
Item 10.Certification
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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.

February 11, 2009
Date
/s/ James E. McKee
Signature
General Counsel and CCO
Tricadia Capital Management, LLC
Name/Title
Exhibit A
PARENT HOLDING COMPANIES AND CONTROL PERSONS

Michael Barnes

Arif Inayatullah

Tricadia Holdings GP, LLC

Tricadia Holdings, LP

SUBSIDIARY - INVESTMENT ADVISER IN ACCORDANCE WITH RULE 13d-1(b)(1)(ii)(E)

Tricadia Capital Management, LLC
Exhibit B
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)

The undersigned persons agree and consent to the joint filing on their behalf of this Schedule 13G with respect to beneficial ownership of the Common Stock of Electronic Game Card, Inc.

Tricadia Capital Management, LLC

/s/ James E. McKee
By: James E. McKee
Title: General Counsel and CCO

Tricadia Holdings, LP

/s/ Arif Inayatullah
By: Arif Inayatullah
Title: Principal

Tricadia Holdings GP, LLC

/s/ Arif Inayatullah
By: Arif Inayatullah
Title: Managing Member


/s/ Arif Inayatullah
Arif Inayatullah


/s/ Michael Barnes
Michael Barnes


Dated: February 11, 2009

 

 

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations
(See 18 U.S.C. 1001)
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