UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE 13G
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
PARLUX FRAGRANCES,
INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
701645103
(CUSIP Number)
March 8, 2012
(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) |
CUSIP No. 701645103 |
13G |
Page 2 of 6 Pages |
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1. |
NAMES OF REPORTING PERSONS MMCAP
International Inc. SPC |
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2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ] (b) [ ] |
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3. |
SEC USE ONLY
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4. |
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5. |
SOLE VOTING POWER
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6. |
SHARED VOTING POWER
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7. |
SOLE DISPOSITIVE POWER
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8. |
SHARED DISPOSITIVE POWER
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9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,041,309
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10. |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions) |
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11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0137% |
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12. |
TYPE OF REPORTING PERSON (See Instructions)
CO
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CUSIP No. 701645103 |
13G |
Page 3 of 6 Pages |
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1. |
NAMES OF REPORTING PERSONS MM Asset Management Inc. |
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2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ] (b) [ ] |
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3. |
SEC USE ONLY
|
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4. |
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5. |
SOLE VOTING POWER
|
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6. |
SHARED VOTING POWER
|
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7. |
SOLE DISPOSITIVE POWER
|
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8. |
SHARED DISPOSITIVE POWER
|
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9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,041,309 |
|||
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) 5.0137% |
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12. |
TYPE OF REPORTING PERSON (See Instructions)
CO
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CUSIP No. 701645103 |
13G |
Page 4 of 6 Pages |
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Item 1.
(a) Name of Issuer | |
Parlux Fragrances, Inc. | |
(b) Address of Issuers Principal Executive Offices | |
5900 N. Andrews Avenue, Suite 500 |
Item 2.
(a) Name of Person Filing | |
i) MMCAP International Inc. SPC | |
ii) MM Asset Management Inc. | |
(b) Address of Principal Business Office or, if none, Residence | |
i) P. O.
Box 32021 SMB, Admiral Financial Centre 90 Fort Street Grand Cayman, Cayman Islands KY1-1208
ii)
120 Adelaide Street West, Suite 2601 | |
(c) Citizenship or Place of Organization | |
i) Cayman Islands | |
ii) Ontario, Canada | |
(d) Title of Class of Securities | |
Common Stock | |
(e) CUSIP Number | |
701645103 |
Item 3. If the 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) | [ ] | 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) | [ ] | Group, in accordance with § 240.13d-1(b)(1)(ii)(J). |
CUSIP No. 701645103 |
13G |
Page 5 of 6 Pages |
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[_] If this statement is filed pursuant to Rule 13d-1(c), check this box.
Item 4. Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities identified in Item 1.
(a) | Amount beneficially owned: 1,041,309. | ||
(b) | Percent of class: 5.0137% . | ||
(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 1,041,309. | ||
(iii) | Sole power to dispose or to direct the disposition of 0. | ||
(iv) | Shared power to dispose or to direct the disposition of 1,041,309 . |
Instruction. For computations regarding securities which represent a right to acquire an underlying security, see Rule 13d-3(d)(1).
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. |
Not applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. |
Not applicable
Item 8. Identification and Classification of Members of the Group. |
Not applicable
Item 9. Notice of Dissolution of Group. |
Not applicable
Item 10. Certification. |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.
CUSIP No. 701645103 |
13G |
Page 6 of 6 Pages |
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.
March 14, 2012 | ||
Date | ||
MMCAP International Inc. SPC | ||
By: /s/ Matthew MacIsaac | ||
Name/Title: Matthew MacIsaac, Director | ||
March 14, 2012 | ||
Date | ||
MM Asset Management Inc. | ||
By: /s/ Hillel Meltz | ||
Name/Title: Hillel Meltz, President |