Schedule 13G

0000950123-11-015534.txt : 20110218 0000950123-11-015534.hdr.sgml : 20110218 20110218121911 ACCESSION NUMBER: 0000950123-11-015534 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20110218 DATE AS OF CHANGE: 20110218 GROUP MEMBERS: BRANCH OFFICE OF SKARBONKA SP. Z O. O. GROUP MEMBERS: CHASE RIDGE LTD. GROUP MEMBERS: JOSEPH LEWIS SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Imperial Holdings, Inc. CENTRAL INDEX KEY: 0001494448 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 300663473 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86093 FILM NUMBER: 11623459 BUSINESS ADDRESS: STREET 1: 701 PARK OF COMMERCE BOULEVARD STREET 2: SUITE 301 CITY: BOCA RATON STATE: FL ZIP: 33487 BUSINESS PHONE: 561-995-4200 MAIL ADDRESS: STREET 1: 701 PARK OF COMMERCE BOULEVARD STREET 2: SUITE 301 CITY: BOCA RATON STATE: FL ZIP: 33487 FORMER COMPANY: FORMER CONFORMED NAME: Imperial Holdings, LLC DATE OF NAME CHANGE: 20100617 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Chase Ridge Ltd. CENTRAL INDEX KEY: 0001513007 IRS NUMBER: 000000000 STATE OF INCORPORATION: C5 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: CAY HOUSE STREET 2: P.O. BOX N-7776 CITY: LYFORD CAY STATE: C5 ZIP: - BUSINESS PHONE: (242) 328-3500 MAIL ADDRESS: STREET 1: CAY HOUSE STREET 2: P.O. BOX N-7776 CITY: LYFORD CAY STATE: C5 ZIP: - SC 13G 1 c12749sc13g.htm SCHEDULE 13G Schedule 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

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

IMPERIAL HOLDINGS, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

452834104

(CUSIP Number)

February 8, 2011

(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)

þ 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 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 (“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.		452834104


1	NAMES OF REPORTING PERSONS Branch Office of Skarbonka Sp. z o. o.


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Luxembourg

		5	SOLE VOTING POWER

NUMBER OF			0 (see Item 4)

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			1,272,727 (see Item 4)

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0 (see Item 4)

WITH:		8	SHARED DISPOSITIVE POWER

			1,272,727 (see Item 4)

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	1,272,727

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	6.3%*

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	CO

* Based on the 20,266,667 common shares outstanding stated in the Issuer’s prospectus filed with the SEC in connection with its initial public offering on February 8, 2011.

Page 2 of 7 Pages


CUSIP No.		452834104


1	NAMES OF REPORTING PERSONS Chase Ridge Ltd.


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Bahamas

		5	SOLE VOTING POWER

NUMBER OF			0 (see Item 4)

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			1,272,727 (see Item 4)

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0 (see Item 4)

WITH:		8	SHARED DISPOSITIVE POWER

			1,272,727 (see Item 4)

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	1,272,727

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	6.3%*

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	CO

* Based on the 20,266,667 common shares outstanding stated in the Issuer’s prospectus filed with the SEC in connection with its initial public offering on February 8, 2011.

Page 3 of 7 Pages


CUSIP No.		452834104


1	NAMES OF REPORTING PERSONS Joseph Lewis


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	United Kingdom

		5	SOLE VOTING POWER

NUMBER OF			0 (see Item 4)

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			1,272,727 (see Item 4)

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0 (see Item 4)

WITH:		8	SHARED DISPOSITIVE POWER

			1,272,727 (see Item 4)

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	1,272,727

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	6.3%*

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	IN

* Based on the 20,266,667 common shares outstanding stated in the Issuer’s prospectus filed with the SEC in connection with its initial public offering on February 8, 2011.

Page 4 of 7 Pages


Item 1(a).		Name of Issuer:

Imperial Holdings, Inc. (the “Issuer”)


Item 1(b).		Address of Issuer’s Principal Executive Offices:

701 Park of Commerce Boulevard, Suite 301
Boca Raton, Florida 33487


Item 2(a).		Name of Person Filing:

This statement is filed jointly by Branch Office of Skarbonka Sp. z o. o. (“Branch Office”), Chase Ridge Ltd. (“Chase Ridge”) and Joseph Lewis (together with Branch Office and Chase Ridge, the “Reporting Persons”) pursuant to Rule 13d-1(k)(1). Joseph Lewis indirectly controls both Branch Office and Chase Ridge.


Item 2(b).		Address of Principal Business Office, or, if none, Residence:

		The principal business address of Branch Office is:

		56, rue Charles Martel L-2134 Luxembourg Grand Duchy of Luxembourg

		The principal business address of Chase Ridge and Joseph Lewis is:

		c/o Cay House P.O. Box N-7776 E.P. Taylor Drive Lyford Cay, New Providence, Bahamas


Item 2(c).		Citizenship:

Branch Office is the Luxembourg branch of Skarbonka Sp. z o. o., a company organized under the laws of Poland, which has been established under the laws of Luxembourg and registered with the Luxembourg Trade and Companies Register. Chase Ridge is an international business corporation organized under the laws of the Bahamas. Joseph Lewis is a permanent resident of the Bahamas and a citizen of the United Kingdom.


Item 2(d).		Title of Class of Securities:

Common stock, par value $0.01 (the “Shares”)


Item 2(e).		CUSIP Number:

452834104


Item 3.		If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

Not applicable.


Item 4.		Ownership.

	(a)		Amount beneficially owned:

			1,272,727 Shares

	(b)		Percent of class:

			6.3%*

Page 5 of 7 Pages

(c)

Number of Shares as to which the Reporting Persons have:

	(i)		Sole power to vote or direct the vote:

			0**

	(ii)		Shared power to vote or to direct the vote:

			1,272,727**

	(iii)		Sole power to dispose or direct the disposition of:

			0**

	(iv)		Shared power to dispose or to direct the disposition of:

			1,272,727**


*		Based on the 20,266,667 Shares outstanding stated in the Issuer’s prospectus filed with the SEC in connection with its initial public offering on February 8, 2011.

**		Branch Office and Chase Ridge each have shared voting power and shared dispositive power with regard to the 1,272,727 Shares held by Chase Ridge, and Joseph Lewis has shared voting power and shared dispositive power with regard to the 1,272,727 Shares held by Chase Ridge.


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.

Only Branch Office has the right to receive dividends and the proceeds from the sale of the Shares held by the Reporting Persons. See Item 4 above.


Item 7.		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported by the Parent Holding Company.

Not applicable.


Item 8.		Identification and Classification of Member of the Group.

Not applicable.


Item 9.		Notice of Dissolution of Group.

Not applicable.


Item 10.		Certification.

Not applicable.

Exhibits

Joint Filing Agreement, dated the date hereof, between the Reporting Persons

Page 6 of 7 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.


Date: February 18, 2011	BRANCH OFFICE OF SKARBONKA SP. Z O. O.
	By:	/s/ John Kleynhans
	Name:	John Kleynhans
	Title:	Permanent Representative

	CHASE RIDGE LTD.
	By:	/s/ Jefferson R. Voss
	Name:	Jefferson R. Voss
	Title:	Director

	JOSEPH LEWIS
	By:	/s/ Joseph Lewis
	Name:	Joseph Lewis, Individually

Page 7 of 7 Pages

EX-99.1 2 c12749exv99w1.htm EXHIBIT 1 Exhibit 1

Exhibit 1

JOINT FILING AGREEMENT

The undersigned hereby agree that the Statement on Schedule 13G, dated February 18, 2011, with respect to the common stock of Imperial Holdings, Inc., is, and any amendments thereto executed by each of us shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, and that this Agreement shall be included as an Exhibit to the Schedule 13G and each such amendment. Each of the undersigned agrees to be responsible for the timely filing of the Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning itself contained therein. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the 18th day of February, 2011.


Date: February 18, 2011	BRANCH OFFICE OF SKARBONKA SP. Z O. O.
	By:	/s/ John Kleynhans
	Name:	John Kleynhans
	Title:	Permanent Representative

	CHASE RIDGE LTD.
	By:	/s/ Jefferson R. Voss
	Name:	Jefferson R. Voss
	Title:	Director

	JOSEPH LEWIS
	By:	/s/ Joseph Lewis
	Name:	Joseph Lewis, Individually