X0202 4/A 2008-01-02 2008-01-04 0 0001084961 ENCORE CAPITAL GROUP INC ECPG 0001397177 JCF FPK I LP 717 FIFTH AVENUE 26TH FLOOR NEW YORK NY 10022 1 0 1 0 0001397176 JCF Associates II-A LP 717 FIFTH AVENUE 26TH FLOOR NEW YORK NY 10022 1 0 1 0 0001397175 JCF Associates II-A LLC 717 FIFTH AVENUE 26TH FLOOR NEW YORK NY 10022 1 0 1 0 Common Stock 5737032 D Common Stock 2008-01-02 4 A 0 5931 0 A 5742963 D JCF FPK I LP, an Alberta limited partnership, JCF Associates II-A LP, a Delaware limited partnership, JCF Associates II-A LLC, a Delaware limited liability company and J. Christopher Flowers may be deemed to be part of a group with Red Mountain Capital Partners LLC, Red Mountain Capital Partners II, L.P., Red Mountain Capital Partners III, L.P., RMCP GP LLC, Red Mountain Capital Management Inc. and Willem Mesdag (collectively, "Red Mountain") and, accordingly, may be deemed, for the purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended and the rules promulgated thereunder (the "Exchange Act") to beneficially own the 3,435,062 shares of Common Stock of Encore Capital Group, Inc. ("Encore") beneficially owned by Red Mountain. The reporting persons do not have any pecuniary interest in such securities and disclaim beneficial ownership of such securities for purposes of Section 16 of the Exchange Act, or for any other purposes. These shares are held directly by JCF FPK I LP. J. Christopher Flowers holds an indirect interest in the reported securities through a pecuniary interest in JCF Associates II-A LLC, a Delaware limited liability company. JCF Associates II-A LLC holds an indirect interest in the reported securities through a pecuniary interest in JCF Associates II-A LP, a Delaware limited partnership. JCF Associates II-A LP holds an indirect interest in the reported securities through a pecuniary interest in JCF FPK I LP, a Delaware limited partnership. Mr. Flowers is the sole managing member of JCF Associates II-A LLC, which is the general partner of JCF Associates II-A LP, which is the general partner of JCF FPK I LP. Mr. Flowers therefore controls JCF Associates II-A LLC, which controls JCF Associates II-A LP, which controls JCF FPK I LP. (con't) (con't) Mr. Flowers, JCF Associates II-A LLC and JCF Associates II-A LP disclaim beneficial ownership of the reported securities except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed to be an admission that Mr. Flowers, JCF Associates II-A LLC and JCF Associates II-A LP have beneficial ownership of such securities for purposes of Section 16 of the Exchange Act, or for any other purposes. On January 2, 2008, Encore issued 5,931 restricted stock units ("RSUs") to JCF FPK I LP under the Encore 2005 Stock Incentive Plan in connection with the service of Tim Hanford and John Oros as members of Encore's board of directors. Each RSU represents the right to receive one share of Encore common stock. These 5,931 RSUs are not subject to vesting. JCF FPK I LP /s/ Sally Rocker Title: Managing Director 2008-01-07 JCF Associates II-A LP /s/ Sally Rocker Title: Managing Director 2008-01-07 JCF Associates II-A LLC /s/ Sally Rocker Title: Managing Director 2008-01-07 J. Christopher Flowers /s/ J. Christopher Flowers 2008-01-07