-----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, FGDqonruVgOkAcd6BaaLn/4ODU96N8p4yVrfwLS+5zft7inzG7eYSco/rLbA/QdW ya/g+4CVr5MbHvbF+KMdBg== 0000932799-07-000080.txt : 20070214 0000932799-07-000080.hdr.sgml : 20070214 20070214154552 ACCESSION NUMBER: 0000932799-07-000080 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070214 DATE AS OF CHANGE: 20070214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CARSUNLIMITED COM INC CENTRAL INDEX KEY: 0001118159 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 113535204 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78326 FILM NUMBER: 07619855 BUSINESS ADDRESS: STREET 1: 305 MADISON AVENUE STREET 2: SUITE 4510 CITY: NEW YORK STATE: NY ZIP: 10165 BUSINESS PHONE: 212-986-0886 MAIL ADDRESS: STREET 1: 305 MADISON AVENUE STREET 2: SUITE 4510 CITY: NEW YORK STATE: NY ZIP: 10165 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Fursa Alternative Strategies LLC CENTRAL INDEX KEY: 0001218315 IRS NUMBER: 134050836 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 200 PARK AVE STREET 2: 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10166-3399 BUSINESS PHONE: 2129228200 MAIL ADDRESS: STREET 1: 200 PARK AVE STREET 2: 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10166-3399 FORMER COMPANY: FORMER CONFORMED NAME: MELLON HBV ALTERNATIVE STRATEGIES LLC DATE OF NAME CHANGE: 20030211 SC 13D/A 1 carsu13d_a2.txt AMENDMENT NO. 2 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Amendment No. 2 -------- CARSUNLIMITED.COM, INC. ------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value 0.001 per share ------------------------------------------------------------------------------- (Title of Class of Securities) 14606P-103 ------------------------------------------------------------------------------- (CUSIP Number) FURSA ALTERNATIVE STRATEGIES LLC 200 Park Avenue, 54th Floor New York, NY 10166-3399 (212) 922-8200 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 1, 2007 ------------------------------------------------------------------------------- (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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 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 Rule 13d-7(b) for other parties to whom copies are to be sent. *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 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 ("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. 14606P-103 - ------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only) Fursa Alternative Strategies LLC I.R.S. No.: 13-4050836 - ------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[ ](b)[X] - ------------- ----------------------------------------------------------------- 3 SEC USE ONLY - ------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* WC - -------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - -------------------------------------------------------------------------------- NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 413,045,135* - -------------------------------------------------------------------------------- 8 SHARED VOTING POWER 0 - -------------------------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 413,045,135** - -------------------------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 0 - ------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON 413,045,135* - ------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see Instructions)* [X] - ------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 40.4% - ------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (see Instructions) IA - ------------------------------------------------------------------------------- *The shares of Common Stock issuable upon conversion of convertible notes and exercise of warrants held by the Reporting Person does not include 48,804,476 shares underlying a warrant held by Sagamore Hill Capital LLC, which may be deemed as affiliated. **Carsunlimited.com, Inc. (the "Issuer") issued to Fursa Alternative Strategies LLC (the "Reporting Person") a warrant to purchase 48,804,476 shares of Common Stock pursuant to a Secured Line of Credit Agreement between the Issuer and the Reporting Person, of which, 25% is subject to automatic redemption of the Issuer upon the Issuer's receipt of a purchase order from a major cosmetic company as specified in the warrant, and another 25% is subject to the redemption by the Issuer at an aggregate purchase price of $125,000 upon the expiration or termination of the line of credit, whichever occurs first. INTRODUCTION: The Reporting Person is filing this Amendment No. 2 to Schedule 13D to disclose that, pursuant to a Secured Line of Credit Agreement dated February 1, 2007 between the Reporting Person and the Issuer, under which the Issuer issued a 5-year warrant to the Reporting Person to purchase 48,804,424 shares of Common Stock of the Issuer at an initial exercise price equal to $0.055 (i.e., 5.5 cents) per share. ITEM 2. IDENTITY AND BACKGROUND (a) Fursa Alternative Strategies LLC (b) The Reporting Person is a Delaware limited liability company with its principal executive offices located at 200 Park Avenue, 54th Floor, New York, NY 10166-3399. (c) The Reporting Person is a registered investment adviser under the Investment Adviser Act of 1940. (d,e)During the last five years neither the Reporting Person, nor, to the best of its knowledge, any of its directors or executive officers, has been (i) convicted of any criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is 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. (f) The Reporting Person is organized under the laws of Delaware. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) As of February 1, 2007, the Reporting Person may be deemed to beneficially own 413,045,135 shares of the Issuer's Common Stock, representing approximately 40.4% of the outstanding Common Stock (based on 609,259,259 shares outstanding as reported by the Issuer on its Quarterly Report on Form 10-QSB filed with the Commission on November 20, 2006). (c) The Reporting Person's beneficial ownership in the Issuer's Common Stock increased to 413,045,135 shares in February 2007. 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. Dated: February 14, 2007 Fursa Alternative Strategies LLC, a Delaware Limited Liability Company By: /s/ William F. Harley -------------------------------- Name: William F. Harley III Title: Chief Investment Officer -----END PRIVACY-ENHANCED MESSAGE-----