0000898432-15-000198.txt : 20150213 0000898432-15-000198.hdr.sgml : 20150213 20150213113215 ACCESSION NUMBER: 0000898432-15-000198 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150213 DATE AS OF CHANGE: 20150213 GROUP MEMBERS: DOMINIC ROBERT REDFERN GROUP MEMBERS: RADENKO MILAKOVIC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CADIZ INC CENTRAL INDEX KEY: 0000727273 STANDARD INDUSTRIAL CLASSIFICATION: WATER SUPPLY [4941] IRS NUMBER: 770313235 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-35468 FILM NUMBER: 15611151 BUSINESS ADDRESS: STREET 1: 550 SOUTH HOPE STREET STREET 2: SUITE 2850 CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-271-1600 MAIL ADDRESS: STREET 1: 550 SOUTH HOPE STREET STREET 2: SUITE 2850 CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER COMPANY: FORMER CONFORMED NAME: CADIZ LAND CO INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PACIFIC AGRICULTURAL HOLDINGS INC DATE OF NAME CHANGE: 19920602 FORMER COMPANY: FORMER CONFORMED NAME: ARIDTECH INC DATE OF NAME CHANGE: 19880523 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Altima Partners LLP CENTRAL INDEX KEY: 0001389022 IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: STIRLING SQUARE, 7 CARLTON GARDENS CITY: LONDON STATE: X0 ZIP: SW1Y 5AD BUSINESS PHONE: (44) 207 968 6400 MAIL ADDRESS: STREET 1: STIRLING SQUARE, 7 CARLTON GARDENS CITY: LONDON STATE: X0 ZIP: SW1Y 5AD SC 13G 1 sc13g.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G
Under the Securities Exchange Act of 1934*
(Amendment No. 6)
Cadiz Inc.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
127537207
(CUSIP Number)
December 31, 2014
(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)
*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 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. 127537207
13G
Page 2 of 8 Pages
 
1
NAMES OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
Altima Partners LLP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)
   
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
England and Wales
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
654,293
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
654,293
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
654,293
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐ N/A
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
3.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 
 
 

CUSIP No. 127537207
13G
Page 3 of 8 Pages
 
1
NAMES OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
Radenko Milakovic
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)
   
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
German Republic
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
34,537
 
 
 
 
6
SHARED VOTING POWER
 
 
688,830
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
34,537
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
688,830
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
688,830
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐ N/A
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
4%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IN
 
 
 
 
 
 

 
CUSIP No. 127537207
13G
Page 4 of 8 Pages
 
1
NAMES OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
Dominic Robert Redfern
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)
   
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
United Kingdom
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
225,712
 
 
 
 
6
SHARED VOTING POWER
 
 
880,005
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
225,712
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
880,005
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
880,005
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐ N/A
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
5.1%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IN
 
 
 
 
 
 

Item 1.
 
(a)
Name of Issuer
Cadiz Inc.
 
(b)
Address of Issuer’s Principal Executive Offices
550 South Hope Street, Suite 2850
Los Angeles, CA 90071
 
Item 2.
 
(a)
Name of Person Filing
(i) Altima Partners LLP (“Altima Partners”), a limited liability partnership organized under the laws of England and Wales, which acts as investment adviser to Altima Global Special Situations Master Fund Limited (“AGSS”) and several other funds, with respect to the shares of Common Stock directly beneficially owned by AGSS (the “Shares”);
(ii) Radenko Milakovic (“Mr. Milakovic”), a citizen of the German Republic, who serves as chief investment officer of Altima Partners, with respect to the Shares; and
(iii) Dominic Robert Redfern (“Mr. Redfern”), a citizen of the United Kingdom, who is a partner of Altima Partners and provides investment advice with respect to the Shares.
 
The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.”  The Reporting Persons may be deemed to share beneficial ownership of the Shares by virtue of the relationship set forth above.  Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
 
(b)
Address of Principal Business Office or, if none, Residence
The address of the principal business office of Altima Partners, Mr. Milakovic and Mr. Redfern is 11 Slingsby Place, St. Martin’s Courtyard, London WC2E 9AB, United Kingdom.
 
(c)
Citizenship
Altima Partners is organized under the laws of England and Wales.  Mr. Milakovic is a German citizen and Mr. Redfern is a citizen of the United Kingdom.
 
(d)
Title of Class of Securities
Common Stock, par value $0.01 per share (“Common Stock”)
 
(e)
CUSIP Number
127537207
 
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. 78o);
          
 
(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);
 
- 5 -

 
 
(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 association 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)(1)(ii)(J), please specify the type of institution:____________________________
 
Item 4.
Ownership
 
A.
Altima Partners
(a)  Amount beneficially owned:  654,293.  This amount consists of 654,293 shares of Common Stock.
(b)  Percent of class: 3.8%. The percentages used herein and in the rest of this Amendment No. 6 are calculated based upon 17,405,844 shares of Common Stock issued and outstanding, as reflected in the Company's Prospectus Supplement dated November 7, 2014.
(c)   Number of shares as to which such person has:
(i)    Sole power to vote or direct the vote: 0
(ii)   Shared power to vote or direct the vote:  654,293
(iii)  Sole power to dispose or direct the disposition: 0
(iv)  Shared power to dispose or direct the disposition:  654,293

B.
Mr. Milakovic
 
(a)   Amount beneficially owned: 688,830.  This amount consists of 688,830 shares of Common Stock.
(b)   Percent of class:  4.0%
(c)   Number of shares as to which such person has:
(i)    Sole power to vote or direct the vote:  34,537
(ii)   Shared power to vote or direct the vote:  688,830
(iii)  Sole power to dispose or direct the disposition:  34,537
(iv)  Shared power to dispose or direct the disposition:  688,830

C.
 Mr. Redfern
(a)   Amount beneficially owned:  880,005.  This amount consists of 880,005 shares of Common Stock.
        (b)   Percent of class:  5.1%
 
- 6 -

(c)   Number of shares as to which such person has:
(i)     Sole power to vote or direct the vote:  225,712
(ii)    Shared power to vote or direct the vote:  880,005
(iii)   Sole power to dispose or direct the disposition:  225,712
(iv)  Shared power to dispose or direct the disposition:  880,005
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   .
  
With respect to Altima Partners LLP and Radenko Milakovic only, and not Dominic Robert Redfern.
 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person
    
Other than as set forth herein, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, the securities reported in this Schedule 13G.
 
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
    
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.
Certifications
 
Each Reporting Person hereby makes the following 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.
 
- 7 -

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 12, 2015
 
 
           
ALTIMA PARTNERS LLP
 
 
           
By:
/s/ Malcolm Goddard
 
             
Name: Malcolm Goddard
Title: Partner
 



           
/s/ Radenko Milakovic
 
           
Radenko Milakovic
 


           
/s/ Dominic Robert Redfern
 
           
Dominic Robert Redfern
 



Agreement of Joint Filing

Joint Filing Agreement attached hereto as Exhibit 1.


- 8 -


Exhibit Index

Exhibit 1          Joint Filing Agreement Pursuant toSection 240.13d-1(k)



 



EXHIBIT 1
to
SCHEDULE 13G

JOINT FILING AGREEMENT
PURSUANT TO SECTION 240.13d-1(k)(1)
 
      The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with Rule 13d-1(k)(1) and that this Agreement shall be filed as an exhibit to such Schedule 13G.

Dated:  February 12, 2015
 
 
           
ALTIMA PARTNERS LLP
 
 
           
By:
/s/ Malcolm Goddard
 
             
Name:  Malcolm Goddard
Title:    Partner
 



           
/s/ Radenko Milakovic
 
           
Radenko Milakovic
 


           
/s/ Dominic Robert Redfern
 
           
Dominic Robert Redfern