0001011438-15-000162.txt : 20150327 0001011438-15-000162.hdr.sgml : 20150327 20150327131542 ACCESSION NUMBER: 0001011438-15-000162 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150327 DATE AS OF CHANGE: 20150327 GROUP MEMBERS: LOUIS M. BACON GROUP MEMBERS: MMF ET INVESTMENTS LP GROUP MEMBERS: MOORE ADVISORS LTD. GROUP MEMBERS: MOORE CAPITAL ADVISORS L.L.C. GROUP MEMBERS: MOORE EQUITY STRATEGIES LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Levy Acquisition Corp CENTRAL INDEX KEY: 0001585583 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87713 FILM NUMBER: 15730136 BUSINESS ADDRESS: STREET 1: 444 NORTH MICHIGAN AVENUE STREET 2: SUITE 3500 CITY: CHICAGO STATE: IL ZIP: 60611 BUSINESS PHONE: 312-267-4190 MAIL ADDRESS: STREET 1: 444 NORTH MICHIGAN AVENUE STREET 2: SUITE 3500 CITY: CHICAGO STATE: IL ZIP: 60611 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MOORE CAPITAL MANAGEMENT, LP CENTRAL INDEX KEY: 0001448574 IRS NUMBER: 263319657 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1251 AVENUE OF THE AMERICAS, 53RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: (212) 782-7000 MAIL ADDRESS: STREET 1: 1251 AVENUE OF THE AMERICAS, 53RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 SC 13G 1 form_sc13g-levy.htm form_sc13g-levy.htm

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

SCHEDULE 13G

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

LEVY ACQUISITION CORP.
(Name of Issuer)

Common Stock, par value $0.0001 per share
(Title of Class of Securities)

52748T104
(CUSIP Number)

March 18, 2015
(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).

Continued on following pages
Page 1 of 14 Pages
Exhibit Index: Page 12

 
 
 

CUSIP NO.  52748T104
Page 2 of 14 Pages



1.
Names of Reporting Persons

MOORE CAPITAL MANAGEMENT, LP


2.
Check the Appropriate Box If a Member of a Group (See Instructions)
a.  
[   ]
b.  
[X]

3.
SEC Use Only

4.
Citizenship or Place of Organization

DELAWARE

 
5.
Sole Voting Power
Number of
Shares
  
1,250,000
Beneficially
Owned By
Each
6.
Shared Voting Power
0
Reporting
Person
With
7.
Sole Dispositive Power
1,250,000
 
8.
Shared Dispositive Power
   
0

9.
Aggregate Amount Beneficially Owned by Each Reporting Person

1,250,000

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)

6.7%

12.
Type of Reporting Person (See Instructions)

PN; IA
 
 
 

CUSIP NO.  52748T104
Page 3 of 14 Pages



1.
Names of Reporting Persons

MOORE EQUITY STRATEGIES, LP


2.
Check the Appropriate Box If a Member of a Group (See Instructions)
a.  
[   ]
b.  
[X]

3.
SEC Use Only

4.
Citizenship or Place of Organization

BAHAMAS

 
5.
Sole Voting Power
Number of
Shares
  
750,000
Beneficially
Owned By
Each
6.
Shared Voting Power
0
Reporting
Person
With
7.
Sole Dispositive Power
750,000
 
8.
Shared Dispositive Power
   
0

9.
Aggregate Amount Beneficially Owned by Each Reporting Person

750,000

10.
Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

[X]

11.
Percent of Class Represented By Amount in Row (9)

4.0%

12.
Type of Reporting Person (See Instructions)

PN
 
 
 

CUSIP NO.  52748T104
Page 4 of 14 Pages


1.
Names of Reporting Persons

MMF ET INVESTMENTS, LP


2.
Check the Appropriate Box If a Member of a Group (See Instructions)
a.  
[   ]
b.  
[X]

3.
SEC Use Only

4.
Citizenship or Place of Organization

BAHAMAS

 
5.
Sole Voting Power
Number of
Shares
  
500,000
Beneficially
Owned By
Each
6.
Shared Voting Power
0
Reporting
Person
With
7.
Sole Dispositive Power
500,000
 
8.
Shared Dispositive Power
   
0

9.
Aggregate Amount Beneficially Owned by Each Reporting Person

500,000

10.
Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

[X]

11.
Percent of Class Represented By Amount in Row (9)

2.7%

12.
Type of Reporting Person (See Instructions)

PN
 
 
 

CUSIP NO.  52748T104
Page 5 of 14 Pages


1.
Names of Reporting Persons

MOORE ADVISORS, LTD.


2.
Check the Appropriate Box If a Member of a Group (See Instructions)
a.  
[   ]
b.  
[X]

3.
SEC Use Only

4.
Citizenship or Place of Organization

BAHAMAS

 
5.
Sole Voting Power
Number of
Shares
  
1,250,000
Beneficially
Owned By
Each
6.
Shared Voting Power
0
Reporting
Person
With
7.
Sole Dispositive Power
1,250,000
 
8.
Shared Dispositive Power
   
0

9.
Aggregate Amount Beneficially Owned by Each Reporting Person

1,250,000

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)

6.7%

12.
Type of Reporting Person (See Instructions)

OO
 
 
 

CUSIP NO.  52748T104
Page 6 of 14 Pages



1.
Names of Reporting Persons

MOORE CAPITAL ADVISORS, L.L.C.


2.
Check the Appropriate Box If a Member of a Group (See Instructions)
c.  
[   ]
d.  
[X]

3.
SEC Use Only

4.
Citizenship or Place of Organization

DELAWARE

 
5.
Sole Voting Power
Number of
Shares
  
1,250,000
Beneficially
Owned By
Each
6.
Shared Voting Power
0
Reporting
Person
With
7.
Sole Dispositive Power
1,250,000
 
8.
Shared Dispositive Power
   
0

9.
Aggregate Amount Beneficially Owned by Each Reporting Person

1,250,000

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)

6.7%

12.
Type of Reporting Person (See Instructions)

OO
 
 
 

CUSIP NO.  52748T104
Page 7 of 14 Pages


1.
Names of Reporting Persons

LOUIS M. BACON


2.
Check the Appropriate Box If a Member of a Group (See Instructions)
a.  
[   ]
b.  
[X]

3.
SEC Use Only

4.
Citizenship or Place of Organization

UNITED STATES

 
5.
Sole Voting Power
Number of
Shares
  
1,250,000
Beneficially
Owned By
Each
6.
Shared Voting Power
0
Reporting
Person
With
7.
Sole Dispositive Power
1,250,000
 
8.
Shared Dispositive Power
   
0


9.
Aggregate Amount Beneficially Owned by Each Reporting Person

1,250,000

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)


6.7%

12.
Type of Reporting Person (See Instructions)

IN; IA; HC
 
 
 

CUSIP NO.  52748T104
Page 8 of 14 Pages


Item 1(a).
Name of Issuer:
   
 
Levy Acquisition Corp. (the "Issuer").
   
Item 1(b).
Address of the Issuer's Principal Executive Offices:
   
 
444 North Michigan Avenue, Suite 3500
 
Chicago, IL 60611
   
Item 2(a).
Name of Person Filing
   
 
This statement is being filed (1) by Moore Capital Management, LP, a Delaware limited partnership ("MCM"), (2) by Moore Equity Strategies, LP, a Bahamian limited partnership (“MES”), (3) by MMF ET Investments, LP, a Bahamian limited partnership (“MMFET”), (4) by Moore Advisors, Ltd., a Bahamian company (“MAL”), (5) by Moore Capital Advisors, L.L.C., a Delaware limited liability company (“MCA”), and (6) by Louis M. Bacon ("Mr. Bacon"), a United States citizen, in his capacity as chairman, chief executive officer and director of MCM.  MCM serves as discretionary investment manager to MES and MMFET (collectively, the "Funds").  MAL and MCA are co-general partners of each of the Funds.  Mr. Bacon is the chairman and director of MCA.  This statement relates to Shares (as defined below) held by the Funds.  Each of MCM, MES, MMFET, MCA, MAL and Mr. Bacon, in the capacities set forth above, may be deemed to be the beneficial owner of Shares.

Item 2(b).
Address of Principal Business Office or, if None, Residence:
   
 
The principal business office of each of MCM, MCA and Mr. Bacon is located at 1251 Avenue of the Americas, New York, New York 10020.  The principal business office of each of MES, MMFET and MAL is located at Citco Fund Services (Bahamas) Limited, One Montague Place, 1st Floor, East Bay Street, P.O. Box N-4906, Nassau, Bahamas.

Item 2(c).
Citizenship:

i)  
MCM is a Delaware limited partnership;

ii)  
MES is a Bahamas limited partnership;

iii)  
MMFET is a Bahamas limited partnership;

iv)  
MAL is a Bahamas limited company;

v)  
MCA is a Delaware limited liability company; and

vi)  
Mr. Bacon is a United States citizen.


Item 2(d).
Title of Class of Securities:
 
 
Common Stock, par value $0.0001 per share (the "Shares").
 
Item 2(e).
CUSIP Number:
   
 
52748T104

 
 
 

CUSIP NO.  52748T104
Page 9 of 14 Pages

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:
 
 
This Item 3 is not applicable.
   
Item 4.
Ownership:
   
Item 4(a).
Amount Beneficially Owned:
   
 
As of the date hereof, each of MCM, MCA, MAL and Mr. Bacon may be deemed to be the beneficial owner of 1,250,000 Shares held by the Funds.  As of the date hereof, MES may be deemed to be the beneficial owner of 750,000 Shares.  As of the date hereof, MMFET may be deemed to be the beneficial owner of 500,000 Shares.
   
Item 4(b).
Percent of Class:
   
 
As of the date hereof, each of MCM, MCA, MAL and Mr. Bacon may be deemed to be the beneficial owner of 6.7% of the total number of Shares outstanding.  As of the date hereof, MES may be deemed to be the beneficial owner of 4.0% of the total number of Shares outstanding.  As of the date hereof, MMFET may be deemed to be the beneficial owner of 2.7% of the total number of Shares outstanding.
   
Item 4(c).
Number of shares as to which such person has:
   
 
MCM
  
 
(i)
Sole power to vote or direct the vote
1,250,000
 
(ii)
Shared power to vote or to direct the vote
0
 
(iii)
Sole power to dispose or to direct the disposition of
1,250,000
 
(iv)
Shared power to dispose or to direct the disposition of
0

 
MES
 
(i)
Sole power to vote or direct the vote
750,000
 
(ii)
Shared power to vote or to direct the vote
0
 
(iii)
Sole power to dispose or to direct the disposition of
750,000
 
(iv)
Shared power to dispose or to direct the disposition of
0

 
MMFET
 
(i)
Sole power to vote or direct the vote
500,000
 
(ii)
Shared power to vote or to direct the vote
0
 
(iii)
Sole power to dispose or to direct the disposition of
500,000
 
(iv)
Shared power to dispose or to direct the disposition of
0

 
MAL
 
(i)
Sole power to vote or direct the vote
1,250,000
 
(ii)
Shared power to vote or to direct the vote
0
 
(iii)
Sole power to dispose or to direct the disposition of
1,250,000
 
(iv)
Shared power to dispose or to direct the disposition of
0

 
MCA
 
(i)
Sole power to vote or direct the vote
1,250,000
 
(ii)
Shared power to vote or to direct the vote
0
 
(iii)
Sole power to dispose or to direct the disposition of
1,250,000
 
(iv)
Shared power to dispose or to direct the disposition of
0

 
Mr. Bacon
 
(i)
Sole power to vote or direct the vote
1,250,000
 
(ii)
Shared power to vote or to direct the vote
0
 
(iii)
Sole power to dispose or to direct the disposition of
1,250,000
 
(iv)
Shared power to dispose or to direct the disposition of
0
 
 
 
 

CUSIP NO.  52748T104
Page 10 of 14 Pages


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 Persons have ceased to be the beneficial owners 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:
   
 
The partners of the Funds have the right to participate in the receipt of dividends from, or proceeds from the sale of, the Shares held by the Funds in accordance with their respective ownership interests in the Funds.
   
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:
   
 
This Item 7 is not applicable.
   
Item 8.
Identification and Classification of Members of the Group:
   
 
This Item 8 is not applicable.
   
Item 9.
Notice of Dissolution of Group:
   
 
This Item 9 is not applicable.
   
Item 10.
Certification:

 
By signing below each of the Reporting Persons certifies that, to the best of such person's 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 such purpose or effect.


 
 
 

CUSIP NO.  52748T104
Page 11 of 14 Pages

SIGNATURES

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

 

Date:  March 27, 2015
MOORE CAPITAL MANAGEMENT, LP
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Vice President
   

Date:  March 27, 2015
MOORE EQUITY STRATEGIES, LP
   
 
By: Moore Capital Management, LP
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Vice President
   

Date:  March 27, 2015
MMF ET INVESTMENTS, LP
   
 
By: Moore Capital Management, LP
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Vice President
   

Date:  March 27, 2015
MOORE ADVISORS, LTD.
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Vice President
   

Date:  March 27, 2015
MOORE CAPITAL ADVISORS, L.L.C.
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Vice President

Date:  March 27, 2015
LOUIS M. BACON
   
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Attorney-in-Fact
 
 
 
 

CUSIP NO.  52748T104
Page 12 of 14 Pages


EXHIBIT INDEX
Page No.
A.
Joint Filing Agreement, dated as of March 27, 2015, by and between Moore Capital Management, LP, Moore Equity Strategies, LP, MMF ET Investments, LP, Moore Advisors, Ltd., Moore Capital Advisors, L.L.C and Louis M. Bacon
 
15
 
B.
 
Power of Attorney, dated as of July 5, 2007, granted by Louis M. Bacon in favor James E. Kaye and Anthony J. DeLuca
 
16



 
 
 

CUSIP NO.  52748T104
Page 13 of 14 Pages

EXHIBIT A

JOINT FILING AGREEMENT

The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock, par value $0.0001 per share, of Levy Acquisition Corp. dated as of March 27, 2015, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934.
 

Date:  March 27, 2015
MOORE CAPITAL MANAGEMENT, LP
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Vice President

Date:  March 27, 2015
MOORE EQUITY STRATEGIES, LP
   
 
By: Moore Capital Management, LP
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Vice President

Date:  March 27, 2015
MMF ET INVESTMENTS, LP
   
 
By: Moore Capital Management, LP
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Vice President

Date:  March 27, 2015
MOORE ADVISORS, LTD.
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Vice President

Date:  March 27, 2015
MOORE CAPITAL ADVISORS, L.L.C.
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Vice President

Date:  March 27, 2015
LOUIS M. BACON
   
   
 
By:          /s/ James E. Kaye
 
James E. Kaye
 
Attorney-in-Fact

 
 
 

CUSIP NO.  52748T104
Page 14 of 14 Pages


EXHIBIT B

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENT, that I, Louis M. Bacon, hereby make constitute and appoint each of James E. Kaye and Anthony J. DeLuca, acting individually, as my agent and attorney-in-fact for the purpose of executing in my name (a) in my personal capacity or (b) in my capacity as Chairman and Chief Executive Officer of each of Moore Capital Management, LLC and Moore Capital Advisors, LLC and their respective affiliates all documents, certificates, instruments, statements, filing and agreements (“documents”) to be filed with or delivered to any foreign or domestic governmental or regulatory body or required or requested by any other person or entity pursuant to any legal or regulatory requirement relating to the acquisition, ownership, management or disposition of securities or other investments, and any other documents relating or ancillary thereto, including but not limited to, all documents relating to filings with the United States Securities and Exchange Commission (the “SEC”) pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934 (the “Act”) and the rules and regulations promulgated thereunder, including:  (1) all documents relating to the beneficial ownership of securities required to be filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act including, without limitation:  (a) any acquisition statements on Schedule 13D or Schedule 13G and any amendments thereto, (b) any joint filing agreements pursuant to Rule 13d-1(f), and (c) any initial statements of, or states of changes in, beneficial ownership of securities on Form 3, Form 4 or Form 5 and (2) any information statements on Form 13F required to be filed with the SEC pursuant to Section 13(f) of the Act.

This power of attorney shall be valid from the date hereof until revoked by me.

IN WITNESS WHEREOF, I have executed this instrument as of the July 5, 2007.



/s/ Louis M. Bacon
Louis M. Bacon