-----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, JVaugqgJk99Ku2NeT8AdtxkIMNLMdJbsbH7t5DPSleii6DQUgXq3BG3u+tiMIeS3 pdHniYoH5jUYCy8uYFqEPA== 0000899140-11-000158.txt : 20110214 0000899140-11-000158.hdr.sgml : 20110214 20110214155157 ACCESSION NUMBER: 0000899140-11-000158 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110214 DATE AS OF CHANGE: 20110214 GROUP MEMBERS: STEVEN A. COHEN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Zoo Entertainment, Inc CENTRAL INDEX KEY: 0001326652 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-83159 FILM NUMBER: 11607336 BUSINESS ADDRESS: STREET 1: 3805 EDWARDS ROAD, STREET 2: SUITE 400 CITY: CINCINNATI, STATE: OH ZIP: 45209 BUSINESS PHONE: 513.824.8297 MAIL ADDRESS: STREET 1: 3805 EDWARDS ROAD, STREET 2: SUITE 400 CITY: CINCINNATI, STATE: OH ZIP: 45209 FORMER COMPANY: FORMER CONFORMED NAME: Driftwood Ventures, Inc. DATE OF NAME CHANGE: 20050510 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: S.A.C. Venture Investments, LLC CENTRAL INDEX KEY: 0001445102 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 72 CUMMINGS POINT ROAD CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 203-890-2000 MAIL ADDRESS: STREET 1: 72 CUMMINGS POINT ROAD CITY: STAMFORD STATE: CT ZIP: 06902 SC 13G/A 1 z6362713.htm AMENDMENT NO. 2 z6362713.htm



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


SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

Zoo Entertainment, Inc.
(Name of Issuer)

Common Stock, $0.001 Par Value Per Share
(Title of Class of Securities)

98978F108
(CUSIP Number)

December 31, 2010
(Date of Event which Requires Filing
of this Statement)



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

         o        Rule 13d-1(b)
         x       Rule 13d-1(c)
         o        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).



Page 1 of 7
 
 
 

CUSIP No. 98978F108                             
 
13G
Page  2                    of     7                 Pages

1
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
S.A.C. Venture Investments, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  o
(b)  x      
 
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
 
333,102 (a)  (see Item 4)
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
333,102 (a) (see Item 4)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
333,102 (a) (see Item 4)
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
    o
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
5.3% (a) (see Item 4)
12
TYPE OF REPORTING PERSON*
 
OO
*SEE INSTRUCTION BEFORE FILLING OUT

Page 2 of 7
 
 
 


CUSIP No. 98978F108                               
 
13G
Page  3                     of     7                 Pages

1
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Steven A. Cohen
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  o
(b)  x
 
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
 
333,102 (a) (see Item 4)
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
333,102 (a) (see Item 4)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
333,102 (a) (see Item 4)
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
    o
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
5.3% (a) (see Item 4)
12
TYPE OF REPORTING PERSON*
 
IN
*SEE INSTRUCTION BEFORE FILLING OUT

Page 3 of 7
 
 
 

Item 1(a)                                                 Name of Issuer:
 
                                                                 Zoo Entertainment, Inc.

Item 1(b)
Address of Issuer’s Principal Executive Offices:
 
                                                                 3805 Edwards Road, Suite 400, Cincinnati, Ohio 45209

Items 2(a)                                               Name of Person Filing:

This statement is filed by: (i) S.A.C. Venture Investments, LLC (“SAC Venture Investments”) with respect to shares of common stock, $0.001 par value per share (“Shares”) of the Issuer beneficially owned by it, and (ii) Steven A. Cohen with respect to Shares beneficially owned by SAC Venture Investments.

Item 2(b)                                                Address of Principal Business Office:
 
The address of the principal business office of SAC Venture Investments and Mr. Cohen is 72 Cummings Point Road, Stamford, Connecticut 06902.

Item 2(c)                                                 Citizenship:
 
                                                                 SAC Venture Investments is a Delaware limited liability company.  Mr. Cohen is a United States citizen.

Item 2(d)                                                 Title of Class of Securities:
 
                                                                 Common Stock, $0.001 par value per share

Item 2(e)                                                 CUSIP Number:
 
                                                                 98978F108

Item 3                                                     Not Applicable

Item 4                                                     Ownership:

The percentages used herein are calculated based upon the Shares issued and outstanding as of November 12, 2010 as reported on the Issuer’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission by the Issuer for the quarterly period ended September 30, 2010.

As of the close of business on December 31, 2010:

1. S.A.C. Venture Investments, LLC
(a) Amount beneficially owned:  333,102 (a)
(b) Percent of class: 5.3% (a)
(c)(i) Sole power to vote or direct the vote: -0-
(ii) Shared power to vote or direct the vote:  333,102 (a)
 
 
Page 4 of 7
 
 
 
(iii) Sole power to dispose or direct the disposition: -0-
(iv) Shared power to dispose or direct the disposition:  333,102 (a)

2. Steven A. Cohen
(a) Amount beneficially owned: 333,102 (a)
(b) Percent of class: 5.3% (a)
(c)(i) Sole power to vote or direct the vote: -0-
(ii) Shared power to vote or direct the vote: 333,102 (a)
(iii) Sole power to dispose or direct the disposition: -0-
(iv) Shared power to dispose or direct the disposition: 333,102 (a)

Mr. Cohen owns directly no Shares.  Mr. Cohen controls SAC Venture Investments.  As of December 31, 2010, by reason of the provisions of Rule 13d-3 of the Securities Exchange Act of 1934, as amended, SAC Venture Investments and Mr. Cohen may be deemed to own beneficially 333,102 (a) Shares (constituting approximately 5.3% (a) of the Shares outstanding).  Each of SAC Venture Investments and Mr. Cohen disclaims beneficial ownership of any of the securities covered by this statement.

(a) The number of Shares reported herein includes 2,987 Shares issuable upon exercise of warrants held by SAC Venture Investments.
 
 
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.  o

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


Page 5 of 7
 
 

Item 10                                                 Certification:

By signing below the signatory certifies that, to the best of his 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.

Page 6 of 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 14, 2011

S.A.C. VENTURE INVESTMENTS, LLC


By:  /s/ Peter Nussbaum                      
Name:  Peter Nussbaum
Title:  Authorized Person

STEVEN A. COHEN


By:  /s/ Peter Nussbaum                   
Name:  Peter Nussbaum
Title:  Authorized Person


Page 7 of 7


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