0000902664-14-004559.txt : 20141211 0000902664-14-004559.hdr.sgml : 20141211 20141211154940 ACCESSION NUMBER: 0000902664-14-004559 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20141211 DATE AS OF CHANGE: 20141211 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LIGHTING SCIENCE GROUP CORP CENTRAL INDEX KEY: 0000866970 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC LIGHTING & WIRING EQUIPMENT [3640] IRS NUMBER: 232596710 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-42472 FILM NUMBER: 141280728 BUSINESS ADDRESS: STREET 1: 1830 PENN STREET CITY: MELBOURNE STATE: FL ZIP: 32901 BUSINESS PHONE: 321-779-5520 MAIL ADDRESS: STREET 1: 1830 PENN STREET CITY: MELBOURNE STATE: FL ZIP: 32901 FORMER COMPANY: FORMER CONFORMED NAME: PHOENIX GROUP CORP DATE OF NAME CHANGE: 20001130 FORMER COMPANY: FORMER CONFORMED NAME: PHOENIX HEATHCARE CORP DATE OF NAME CHANGE: 19990519 FORMER COMPANY: FORMER CONFORMED NAME: IATROS HEALTH NETWORK INC DATE OF NAME CHANGE: 19941221 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Serengeti Asset Management LP CENTRAL INDEX KEY: 0001420299 IRS NUMBER: 208914538 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 632 BROADWAY, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10012 BUSINESS PHONE: (212) 672-2232 MAIL ADDRESS: STREET 1: 632 BROADWAY, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10012 SC 13G 1 p14-2302sc13g.htm LIGHTING SCIENCE GROUP CORPORATION

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G


Under the Securities Exchange Act of 1934

(Amendment No.__)*

Lighting Science Group Corporation
(Name of Issuer)

Common Stock, par value $0.001 per share
(Title of Class of Securities)

53224G103
(CUSIP Number)

November 14, 2014
(Date of Event Which Requires Filing of This Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:

x	Rule 13d-1(b)
¨	Rule 13d-1(c)
¨	Rule 13d-1(d)

(Page 1 of 8 Pages)

______________________________

* 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 (the "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. 53224G103

13G

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1	NAMES OF REPORTING PERSONS Serengeti Asset Management LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP		(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 48,134,210 shares of Common Stock⁽¹⁾
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 48,134,210 shares of Common Stock⁽¹⁾
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 48,134,210 shares of Common Stock⁽¹⁾
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES			¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 18.7%
12	TYPE OF REPORTING PERSON PN

(1) Includes (a) 13,684,210 shares of Common Stock issuable upon the conversion of 13,000 shares of Series J Convertible Preferred Stock and (b) 34,450,000 shares of Common Stock available upon exercise of warrants.

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1	NAMES OF REPORTING PERSONS J.L. Serengeti Management LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP		(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 48,134,210 shares of Common Stock⁽¹⁾
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 48,134,210 shares of Common Stock⁽¹⁾
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 48,134,210 shares of Common Stock⁽¹⁾
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES			¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 18.7%
12	TYPE OF REPORTING PERSON OO

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1	NAMES OF REPORTING PERSONS Joseph A. LaNasa III
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP		(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 48,134,210 shares of Common Stock⁽¹⁾
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 48,134,210 shares of Common Stock⁽¹⁾
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 48,134,210 shares of Common Stock⁽¹⁾
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES			¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 18.7%
12	TYPE OF REPORTING PERSON IN

CUSIP No. 53224G103

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Item 1(a).	NAME OF ISSUER.

	The name of the issuer is Lighting Science Group Corporation (the "Issuer").

Item 1(b).	ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

	The Issuer's principal executive offices are located at 1830 Penn Street, Melbourne, FL 32901.

Item 2(a).	NAME OF PERSON FILING:

This statement is jointly filed by and on behalf of each of Serengeti Asset Management LP (“Serengeti”), J.L. Serengeti Management LLC (“J.L. Serengeti”) and Joseph A. LaNasa III (“Mr. LaNasa”, and together with Serengeti and J.L. Serengeti, the “Reporting Persons”) with respect to the shares of Common Stock available upon conversion of the Issuer’s Series J Convertible Preferred Stock and upon exercise of certain warrants issued by the Issuer, in each case held by Serengeti Opportunities MM L.P. and Serengeti Lycaon MM L.P.

Item 2(b).

ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

The address of the business office of each of the Reporting Persons is 632 Broadway, 12th Floor, New York, NY 10012.

Item 2(c).

CITIZENSHIP:

See Item 4 on the cover pages hereto.

Item 2(d).	TITLE OF CLASS OF SECURITIES:

	Common Stock, $0.001 par value (the "Common Stock").

Item 2(e).	CUSIP NUMBER:

	53224G103

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);

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(e)	☒	Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)	¨	Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)	☒	Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)	¨	Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)	¨	Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);

(j)	¨	Non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);

(k)	¨	Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please

specify the type of institution: _________________________________________

Item 4.	Ownership.

	The information required by Items 4(a) - (c) is set forth in Rows 5-11 of the cover pages hereto for the Reporting Persons and is incorporated herein by reference.
	The percentages set forth in this Schedule 13G are based on the sum of (i) 209,946,697 shares of Common Stock outstanding as of November 7, 2014, as reported in Amendment No. 1 to the Issuer’s Quarterly Report on Form 10-Q/A filed on November 17, 2014 for the period ended September 30, 2014, (ii) 34,450,000 shares of Common Stock available upon exercise of warrants and (iii) 13,684,210 shares of Common Stock available upon conversion of 13,000 shares of Series J Convertible Preferred Stock issued to the Reporting Persons.

Item 5.	OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

	Not applicable.

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.

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Item 8.	IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

	Not applicable.

Item 9.	NOTICE OF DISSOLUTION OF GROUP.

	Not applicable.

Item 10.

CERTIFICATION.

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 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.

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SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

DATED: December 11, 2014

	Serengeti Asset management lp


	By: /s/ Marc Baum
	Name: Marc Baum
	Title: Director

	J.L. Serengeti Management LLC


	By: /s/ Joseph A. LaNasa III
	Name: Joseph A. LaNasa III
	Title: Authorized Person

	/s/ Joseph A. LaNasa III
	Joseph A. LaNasa III

Exhibit 1

JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(k)

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

DATED: December 11, 2014

	Serengeti Asset management lp


	By: /s/ Marc Baum
	Name: Marc Baum
	Title: Director

	J.L. Serengeti Management LLC


	By: /s/ Joseph A. LaNasa III
	Name: Joseph A. LaNasa III
	Title: Authorized Person

	/s/ Joseph A. LaNasa III
	Joseph A. LaNasa III