-----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, KJyrOsNTD1QkOflT4kVGF36Y/8oT/Se+apjmSN+vgKCdTW28bBY9yKOLS46gIINg CXAJXjeJs0pBMYgKlctkwg== 0000905148-11-000420.txt : 20110214 0000905148-11-000420.hdr.sgml : 20110214 20110214135114 ACCESSION NUMBER: 0000905148-11-000420 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110214 DATE AS OF CHANGE: 20110214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ENER1 INC CENTRAL INDEX KEY: 0000895642 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 592479377 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-44581 FILM NUMBER: 11604925 BUSINESS ADDRESS: STREET 1: 1540 BROADWAY, SUITE 25C CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212 920-3500 MAIL ADDRESS: STREET 1: 1540 BROADWAY, SUITE 25C CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: ENER 1 INC DATE OF NAME CHANGE: 20021028 FORMER COMPANY: FORMER CONFORMED NAME: INPRIMIS INC DATE OF NAME CHANGE: 20001128 FORMER COMPANY: FORMER CONFORMED NAME: BOCA RESEARCH INC DATE OF NAME CHANGE: 19940408 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Anchorage Capital Group, L.L.C. CENTRAL INDEX KEY: 0001300714 IRS NUMBER: 200042271 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 610 BROADWAY STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10012 BUSINESS PHONE: 212-610-9077 MAIL ADDRESS: STREET 1: 610 BROADWAY STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10012 FORMER COMPANY: FORMER CONFORMED NAME: Anchorage Advisors, LLC DATE OF NAME CHANGE: 20040817 SC 13G/A 1 efc11-71_fmsc13ga.htm efc11-71_fmsc13ga.htm



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


 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
 
ENER1, INC.
(Name of Issuer)
 
          Common Stock, $0.01 par value per share           
(Title of Class of Securities)
 
             29267A203           
(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:
 
[X]           Rule 13d-1(b)
 
[   ]           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 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).
 

Continued on following pages
Page 1 of 9 Pages
 
 
 
 
 

 
 
SCHEDULE 13G

CUSIP No.: 29267A203
Page 2 of 9 Pages
 
1. 
Names of Reporting Persons.
 
ANCHORAGE CAPITAL GROUP, L.L.C. (FORMERLY ANCHORAGE ADVISORS, L.L.C.)
2. 
 
Check the Appropriate Box if a Member of a Group
 
(a) [  ]
 
(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
9,089,953
6. 
 Shared Voting Power
0
7. 
 Sole Dispositive Power
9,089,953
8. 
 Shared Dispositive Power
0
9. 
 
Aggregate Amount Beneficially Owned by Each Reporting Person
 
9,089,953
10. 
 
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
[  ]
11. 
 
Percent of Class Represented by Amount in Row (9)
 
5.6%
12. 
 
Type of Reporting Person:
 
OO, IA

 
 
 
 
 
 
 

 
 
 
SCHEDULE 13G

CUSIP No.: 29267A203
Page 3 of 9 Pages
 
1. 
Names of Reporting Persons.
 
ANCHORAGE ADVISORS MANAGEMENT, L.L.C.
2. 
 
Check the Appropriate Box if a Member of a Group
 
(a) [  ]
 
(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
9,089,953
6. 
 Shared Voting Power
0
7. 
 Sole Dispositive Power
9,089,953
8. 
 Shared Dispositive Power
0
9. 
 
Aggregate Amount Beneficially Owned by Each Reporting Person
 
9,089,953
10. 
 
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
[  ]
11. 
 
Percent of Class Represented by Amount in Row (9)
 
5.6%
12. 
 
Type of Reporting Person:
 
OO, HC



 
 
 

 
 
 
SCHEDULE 13G

CUSIP No.: 29267A203
Page 4 of 9 Pages
 
1. 
Names of Reporting Persons.
 
ANTHONY L. DAVIS
2. 
 
Check the Appropriate Box if a Member of a Group
 
(a) [  ]
 
(b) [X]
3. 
SEC Use Only
4. 
 
Citizenship or Place of Organization
 
United States of America
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With
5. 
 Sole Voting Power
9,089,953
6. 
 Shared Voting Power
0
7. 
 Sole Dispositive Power
9,089,953
8. 
 Shared Dispositive Power
0
9. 
 
Aggregate Amount Beneficially Owned by Each Reporting Person
 
9,089,953
10. 
 
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
[  ]
11. 
 
Percent of Class Represented by Amount in Row (9)
 
5.6%
12. 
 
Type of Reporting Person:
 
IN, HC

 
 
 
 
 
 
 

 

 
 
SCHEDULE 13G

CUSIP No.: 29267A203
Page 5 of 9 Pages
 
1. 
Names of Reporting Persons.
 
KEVIN M. ULRICH
2. 
 
Check the Appropriate Box if a Member of a Group
 
(a) [  ]
 
(b) [X]
3. 
SEC Use Only
4. 
 
Citizenship or Place of Organization
 
Canada
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With
5. 
 Sole Voting Power
9,089,953
6. 
 Shared Voting Power
0
7. 
 Sole Dispositive Power
9,089,953
8. 
 Shared Dispositive Power
0
9. 
 
Aggregate Amount Beneficially Owned by Each Reporting Person
 
9,089,953
10. 
 
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
[  ]
11. 
 
Percent of Class Represented by Amount in Row (9)
 
5.6%
12. 
 
Type of Reporting Person:
 
IN, HC


 
 
 
 
 

 
 
Page 6 of 9 Pages
 
 
 
Item 1(a).
Name of Issuer:
 
Ener1, Inc. (the “Issuer”)
 
Item 1(b).
Address of Issuer’s Principal Executive Offices:
 
1540 Broadway, Suite 25C, New York, New York 10036

Item 2(a).
Name of Person Filing:

This Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):
 
i) Anchorage Capital Group, L.L.C. ("Capital Group");
 
ii) Anchorage Advisors Management, L.L.C. ("Management");
 
iii) Anthony L. Davis ("Mr. Davis"); and
 
iv) Kevin M. Ulrich ("Mr. Ulrich").
 
                        This statement relates to Shares (as defined herein) held for the account of Anchorage Capital Master Offshore, Ltd., a Cayman Islands exempted company incorporated with limited liability (“Anchorage Offshore”).  Capital Group is the investment advisor to Anchorage Offshore.  Management is the sole managing member of Capital Group.  Mr. Davis is the President of Capital Group and a managing member of Management, and Mr. Ulrich is the Chief Executive Officer of Capital Group and the other managing member of Management.

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

The address of the principal business office of each of the Reporting Persons is 610 Broadway, 6th Floor, New York, NY 10012.

Item 2(c).
Citizenship:
 
1) Capital Group is a Delaware limited liability company;
 
2) Management is a Delaware limited liability company;
 
3) Mr. Davis is a citizen of the United States of America; and
 
4) Mr. Ulrich is a citizen of Canada.
 
 
 
 
 
 
 

 
 
Page 7of 9 Pages

Item 2(d).
Title of Class of Securities:
 
Common Stock, $0.01 par value per share (the “Shares”)
 
Item 2(e).
CUSIP Number:
 
29267A203
 
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:

(e) [X] An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
 
(g) [X] A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
 
Item 4.
Ownership:
 
Item 4(a)
Amount Beneficially Owned:
 
 As of December 31, 2010 each of the Reporting Persons may be deemed beneficial owner of 9,089,953 Shares. This amount also includes 228,572 Shares that the Reporting Person may be deemed to own upon exercise of warrants.
 
Item 4(b)
Percent of Class:
 
As of December 31, 2010, each of the Reporting Persons may be deemed the beneficial owner of approximately 5.6% of 163,534,737 total Shares outstanding.  (There were 163,306,165 Shares outstanding as of December 31, 2010, according to the Issuer’s prospectus on Form 424B5, filed January 3, 2011. Each of the Reporting Persons may be deemed the beneficial owner of 228,572 Shares upon exercise of warrants. Pursuant to Rule 13d-3(d)(1)(i), such Shares have been added to the Issuer's number of Shares outstanding, for a total of 163,534,737 Shares outstanding.)
 
Item 4(c)
Number of Shares of which such person has:
 
Capital Group, Management, Mr. Davis, Mr. Ulrich:
 
(i) Sole power to vote or direct the vote:
9,089,953
(ii) Shared power to vote or direct the vote:
0
(iii) Sole power to dispose or direct the disposition of:
9,089,953
(iv) Shared power to dispose or direct the disposition of:
0
 
 
 
 

 
 
Page 8 of 9 Pages
Item 5.
Ownership of Five Percent or Less of a Class:
 
This Item 5 is not applicable.
 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person:
 
This Item 6 is not applicable.
 
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

See disclosure in Item 2 hereof.
 
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 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.
 
 
 
 
 

 
 
Page 9 of 9 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.
 

   
ANCHORAGE CAPITAL GROUP, L.L.C.
 
By:         Anchorage Advisors Management, L.L.C.,
its Managing Member
 
By:       /s/ Kevin M. Ulrich                                            
Name:  Kevin M. Ulrich
Title:    Managing Member
 
   
ANCHORAGE ADVISORS MANAGEMENT, L.L.C.
 
By:           /s/ Kevin M. Ulrich                                           
Name:     Kevin M. Ulrich
Title:       Managing Member
 
   
ANTHONY L. DAVIS
 
/s/ Anthony L. Davis                                                         
 
 
 
KEVIN M. ULRICH
 
/s/ Kevin M. Ulrich                                                             
 
 
February 14, 2011
 
 
 

 
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