0001005794-14-000032.txt : 20140324 0001005794-14-000032.hdr.sgml : 20140324 20140324153243 ACCESSION NUMBER: 0001005794-14-000032 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140324 DATE AS OF CHANGE: 20140324 GROUP MEMBERS: JAMES M. GREGORY GROUP MEMBERS: JOAN P. GREGORY GROUP MEMBERS: JOHN M. GREGORY GROUP MEMBERS: KINGSWAY CHARITIES INC. GROUP MEMBERS: SJ STRATEGIC INVESTMENTS LLC GROUP MEMBERS: SUSAN GREGORY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SKYSTAR BIO-PHARMACEUTICAL CO CENTRAL INDEX KEY: 0001076939 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 330901534 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-81144 FILM NUMBER: 14713124 BUSINESS ADDRESS: STREET 1: RM 10601, JIEZUO PLAZA, NO. 4 STREET 2: FENGHUI ROAD SOUTH, GAOXIN DISTRICT CITY: XIAN PROVINCE STATE: F4 ZIP: 00000 BUSINESS PHONE: 407-645-4433 MAIL ADDRESS: STREET 1: RM 10601, JIEZUO PLAZA, NO. 4 STREET 2: FENGHUI ROAD SOUTH, GAOXIN DISTRICT CITY: XIAN PROVINCE STATE: F4 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: CYBER GROUP NETWORK CORP DATE OF NAME CHANGE: 20000711 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SJ STRATEGIC INVESTMENTS LLC CENTRAL INDEX KEY: 0001200378 IRS NUMBER: 300060195 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 340 EDGEMONT AVE STREET 2: SUITE 500 CITY: BRISTOL STATE: TN ZIP: 37620 BUSINESS PHONE: 4239897211 SC 13D 1 skystar13d32014.htm SKYSTAR BIO-PHARMACEUTICAL COMPANY 13D MARCH 20, 2014 skystar13d32014.htm



 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(a)


Skystar Bio-Pharmaceutical Company
(Name of Issuer)

Common Stock
(Title of Class Of Securities)

830884102
(CUSIP Number)

James M. Gregory
SJ Strategic Investments, LLC
340 Martin Luther King, Jr. Boulevard, Suite 200
Bristol, TN 37620
(423) 989-8133
(Name, Address and Telephone Numbers of Person
Authorized to Receive Notices and Communications)


March 20, 2014
(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 l3D, and is filing this schedule because of Rule 13d l(e),13d l(f) or l3d-l(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 for other parties to whom copies are to be sent.

(Continued on following pages)
_____________________
(1) 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 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)





 
 

 


13D

 
CUSIP No. 830884102
Page 2
 
1.
Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons
 
John M. Gregory
 
2.
Check the Appropriate Box if a Member
of a Group (See Instructions)
 
(a)
(b)  (x)
3.
SEC Use Only
 
4.
Source of Funds (See Instructions)
 
OO
5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
 
 
6.
Citizenship or Place of Organization
United States of America
 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
7.
Sole Voting Power
 
404,000 (See Item 5)
8.
 
Shared Voting Power
0
 
9.
Sole Dispositive Power
 
404,000 (See Item 5)
10.
Shared Dispositive Power
 
0
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
 
404,000 (See Item 5)
12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
 
   
13.
Percent of Class Represented by Amount in Row (11)
 
 
5.3%
14.
Type of Reporting Person (See Instructions)
 
 
IN



 
 

 


13D

 
CUSIP No. 830884102
Page 3
 
1.
Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons
 
Joan P. Gregory
 
2.
Check the Appropriate Box if a Member
of a Group (See Instructions)
 
(a)
(b)  (x)
3.
SEC Use Only
 
4.
Source of Funds (See Instructions)
 
OO
5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
 
 
6.
Citizenship or Place of Organization
United States of America
 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
7.
Sole Voting Power
 
65,000 (See Item 5)
8.
 
Shared Voting Power
0 (See Item 5)
 
9.
Sole Dispositive Power
 
65,000 (See Item 5)
10.
Shared Dispositive Power
 
0 (See Item 5)
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
 
119,000 (See Item 5)
12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
 
   
13.
Percent of Class Represented by Amount in Row (11)
 
 
1.56%
14.
Type of Reporting Person (See Instructions)
 
 
IN


 
 

 

13D
 
CUSIP No. 830884102
Page 4
 
1.
Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons
 
Susan Gregory
 
2.
Check the Appropriate Box if a Member
of a Group (See Instructions)
 
(a)
(b)  (x)
3.
SEC Use Only
 
4.
Source of Funds (See Instructions)
 
OO
5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
 
 
6.
Citizenship or Place of Organization
United States of America
 
Number of
Shares
 Beneficially
 Owned by
Each
Reporting
Person
With
7.
Sole Voting Power
 
0 (See Item 5)
8.
 
Shared Voting Power
0 (See Item 5)
9.
Sole Dispositive Power
 
0 (See Item 5)
10.
Shared Dispositive Power
 
0 (See Item 5)
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
 
54,000 (See Item 5)
12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
 
   
13.
Percent of Class Represented by Amount in Row (11)
 
 
*
14.
Type of Reporting Person (See Instructions)
 
 
IN

* Less than 1%


 
 

 

13D

 
CUSIP No. 830884102
Page 5
 
1.
Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons
 
James M. Gregory
 
2.
Check the Appropriate Box if a Member
of a Group (See Instructions)
 
(a)
(b)  (x)
3.
SEC Use Only
 
4.
Source of Funds (See Instructions)
 
OO
5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
 
 
6.
Citizenship or Place of Organization
United States of America
 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
7.
Sole Voting Power
 
0 (See Item 5)
8.
 
Shared Voting Power
0 (See Item 5)
9.
Sole Dispositive Power
 
0 (See Item 5)
10.
Shared Dispositive Power
 
0 (See Item 5)
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
 
54,000 (See Item 5)
12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
 
   
13.
Percent of Class Represented by Amount in Row (11)
 
 
*
14.
Type of Reporting Person (See Instructions)
 
 
IN

* Less than 1%


 
 

 

13D

 
CUSIP No. 830884102
Page 6
 
1.
Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons
 
SJ Strategic Investments, LLC
30-0060195
2.
Check the Appropriate Box if a Member
of a Group (See Instructions)
 
(a)
(b)  (x)
3.
SEC Use Only
 
4.
Source of Funds (See Instructions)
 
OO
5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
 
 
6.
Citizenship or Place of Organization
Tennessee
 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
7.
Sole Voting Power
 
54,000 (See Item 5)
8.
 
Shared Voting Power
0
 
9.
Sole Dispositive Power
 
54,000 (See Item 5)
10.
Shared Dispositive Power
 
0
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
 
54,000 (See Item 5)
12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
 
   
13.
Percent of Class Represented by Amount in Row (11)
 
 
*
14.
Type of Reporting Person (See Instructions)
 
 
OO

* Less than 1%


 
 

 

13D

 
CUSIP No. 830884102
Page 6
 
1.
Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons
 
Kingsway Charities, Inc.
54-1668650
2.
Check the Appropriate Box if a Member
of a Group (See Instructions)
 
(a)
(b)  (x)
3.
SEC Use Only
 
4.
Source of Funds (See Instructions)
 
OO
5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
 
 
6.
Citizenship or Place of Organization
Virginia
 
Number of
Shares
 Beneficially
Owned by
Each
Reporting
 Person
With
7.
Sole Voting Power
 
285,000 (See Item 5)
8.
 
Shared Voting Power
0
 
9.
Sole Dispositive Power
 
285,000 (See Item 5)
10.
Shared Dispositive Power
 
0
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
 
285,000 (See Item 5)
12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
 
   
13.
Percent of Class Represented by Amount in Row (11)
 
 
3.75%
14.
Type of Reporting Person (See Instructions)
 
 
OO



 
 

 
 
Item 1.
Security and Issuer.

The title and class of equity securities to which this Schedule 13D relates is the common stock, par value $0.001 per share (the “Common Stock”), of Skystar Bio-Pharmaceutical Company (the “Issuer”). The Issuer’s principal executive offices are located at 4/F Building B, Chuangye Square, No. 48 Keji Road, Gaoxin District, Xi’an, Shaanxi Province, People's Republic of China.

 
Item 2. Identity and Background.
            
(a)  This report is being filed by John M. Gregory and Joan P. Gregory, husband and wife, Susan Gregory, James M. Gregory, SJ Strategic Investments, LLC and Kingsway Charities, Inc. (collectively, the “Reporting Persons”). SJ Strategic Investments, LLC (“SJSI”) is a Tennessee limited liability company which has a principal business of engaging in investment activities. The members of SJSI are John M. Gregory, Joan P. Gregory, Susan Gregory and James M. Gregory. Susan Gregory and James M. Gregory are the children of John M. Gregory and Joan P. Gregory. Kingsway Charities, Inc. is a Virginia non-profit charitable organization for which John M. Gregory serves as Chairman of the Board of Directors.

 
(b)
The address for the Reporting Persons and the principal business office for SJSI is:

  SJ Strategic Investments, LLC
  340 Martin Luther King, Jr. Boulevard, Suite 200
  Bristol, TN 37620

(c)  John M. Gregory is the Managing Member of SJSI. Joan P. Gregory is a homemaker and is not presently employed in any other capacity. Susan Gregory is the Chief Investment Officer for SJSI. James M. Gregory is General Counsel of SJSI.

 
(d)and(e) None of the Reporting Persons has, during the last five years, (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been 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 activities subject to, federal or state securities laws or finding any violation of such laws.

 (f)   John M. Gregory, Joan P. Gregory, Susan Gregory and James M. Gregory are citizens of the United States of America.

 
Item 3.   Source and Amount of Funds or Other Consideration.
 
    SJSI acquired its shares of Common Stock with working capital of approximately $240,008.  Kingsway Charities acquired its shares of Common Stock with working capital of approximately $1,343,720.    John M. Gregory and Joan P. Gregory, as joint tenants with right of survivorship, acquired their shares of Common Stock with personal funds of approximately $357,257.
       
 
Item 4. Purpose of Transaction.
 
The Reporting Persons have acquired the shares of Common Stock for investment purposes and may acquire additional shares or dispose of some or all of the shares of Common Stock, from time to time, depending upon price and market conditions, evaluation of alternative investments and other factors.  The Reporting Persons intend to review on a continuing basis their investment in the shares of Common Stock, the Issuer's business affairs and financial condition, as well as conditions in the securities markets and general economic and industry conditions.

None of the Reporting Persons has any plan or proposal which relates to or which would result in:
 
 

 

 
(a)
An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer:
 
(b)
The sale or transfer of a material amount of assets of the Issuer;
 
(c)
Any change in the present Board of Directors or management of the Issuer, including any plans or proposals to change the number or terms of Directors or to fill any existing vacancies on the Board;
 
(d)
Any material change in the present capitalization or dividend policy of the Issuer;
 
(e)
Any other material change in the Issuer's business or corporate structure;
 
(f)
Changes in the corporate governance documents or other actions which may impede the acquisition or control of the Issuer by any person;
 
(g)
Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an interdealer quotation system of a registered national securities association;
 
(h)
a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Exchange Act; or
 
(i)
Any action similar to any of those enumerated above.

Item 5.   Interest in Securities of Issuer

(a)  
The calculations in this Item are based upon 7,604,800 shares of Common Stock issued and outstanding as of November 11, 2013 (based on disclosures made by the Issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2013).  As of the date hereof, the Reporting Persons beneficially owned 404,000 shares or 5.3% of the outstanding shares of Common Stock of the Issuer. The foregoing calculation is made pursuant to Rule l3d-3 promulgated under the Act.

(b)  
Because John M. Gregory controls all of the voting interests of SJSI and Kingsway Charities with respect to the securities, he may be deemed to have the sole power to vote and direct the vote and the sole power to dispose and direct the disposition of the 54,000 shares held by SJSI and the 285,000 shares held by Kingsway Charities. Neither Joan P. Gregory, Susan Gregory nor James M. Gregory presently have the power to dispose, direct the disposition, vote or direct the vote of Common Shares held by SJSI or Kingsway Charities. However, they may be deemed to indirectly beneficially own shares of Common Stock of the Issuer held by SJSI due to their financial interests in SJSI.  John M. Gregory and Joan P. Gregory control the voting and dispositive power of the 65,000 shares of Common Stock held by John M. Gregory and Joan P. Gregory as joint tenants with right of survivorship.

(c)  
During the 60 day period ended as of the date hereof, the Reporting Persons have engaged in the following transactions, with all purchases and sales having been made for cash in the open market:


Reporting Person
Transaction
Date
No. of Shares
Average
Price Per Share
John M. Gregory and Joan P. Gregory, joint tenants with right of survivorship
Purchase
03/20/2014
9,000
$ 6.6106
 
Purchase
03/05/2014
30,000
$6.3638
 
Sale
02/24/2014
10,000
$5.67
 
Sale
02/21/2014
12,000
$5.9771
 
Sale
02/20/2014
14,000
$6.0343
SJSI
Purchase
03/20/2014
130
$6.34
 
Purchase
01/21/2014
670
$4.48
Kingsway Charities
Purchase
03/20/2014
15,510
$6.4833
 
Purchase
03/07/2014
15,000
$6.664
 
Purchase
03/06/2014
4,050
$6.6125
 
Purchase
03/03/2014
25,000
$5.1953
 
Purchase
02/19/2014
8,000
$5.825
 
Purchase
02/18/2014
42,440
$5.5046

 
 

 

   (d)The Reporting Persons affirm that no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of the Issuer’s Common Shares beneficially owned by the Reporting Persons.

 
(e) N/A
 

Item 6.  Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

The Reporting Persons do not have any contract, arrangement, understandings or relationships with respect to securities of the Issuer.

Item 7.   Material to be Filed as Exhibits.

Exhibit
Description
1
Joint Filing Agreement
 
 
 

 
SIGNATURES

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.


                                                                                   
 
Date:  March 24, 2014  /s/ John M. Gregory  
  John M. Gregory  
     
  /s/ Joan P. Gregory  
  Joan P. Gregory  
     
  /s/ Susan Gregory  
  Susan Gregory  
     
  /s/ James M. Gregory  
  James M. Gregory  
     
  SJ Strategic Investments, LLC  
  By: /s/ John M. Gregory  
  John M. Gregory  
  Its: Managing Member  
     
  Kingsway Charities, Inc.  
  By:/s/ John M. Gregory  
  John M. Gregory  
  Its: Chairman of the Board of Directors  
     
     
     
     
     
     
     
     
     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
















 
 

 

JOINT FILING AGREEMENT
 
 
SJ Strategic Investments LLC, a Tennessee limited liability company, John M. Gregory, Joan P. Gregory, Susan Gregory, James M. Gregory, and Kingsway Charities (the “Filing Persons”), hereby agree to file jointly a Schedule 13D and any amendments thereto relating to the aggregate ownership by each of the Filing Persons of any voting equity security of a class which is registered pursuant to Section 12 of the Securities Exchange act of 1934, as amended, as required by Rule 13d-1 and Rule 13d-2 promulgated under the Securities Exchange Act of 1934.  Each of the Filing Persons agrees that the information set forth in such Schedule 13D and any amendments thereto with respect to such Filing Person will be true, complete and correct as of the date of such Schedule 13D or such amendment, to the best of such Filing Person’s knowledge and belief, after reasonable inquiry.  Each of the Filing Persons makes no representation as to the accuracy or adequacy of the information set forth in the Schedule 13D or any amendments thereto shall become inaccurate in any material respect or if said person learns of information that would require an amendment to the Schedule 13D.
 
 
IN WITNESS WHEREOF, the undersigned have set their hands this 24th day of March, 2014.
 

  /s/ John M. Gregory  
  John M. Gregory  
     
  /s/ Joan P. Gregory  
  Joan P. Gregory  
     
  /s/ Susan Gregory  
  Susan Gregory  
     
  /s/ James M. Gregory  
  James M. Gregory  
     
  SJ Strategic Investments, LLC  
  By: /s/ John M. Gregory  
  John M. Gregory  
  Its: Managing Member  
     
  Kingsway Charities, Inc.  
  By:/s/ John M. Gregory  
  John M. Gregory  
  Its: Chairman of the Board of Directors