-----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, VvruCRdLa1ULpxpydKbREPaxucrMJE+TrJ189MYgvnQQLzuiLrySaKHjKimgtRsY uSXvOBbVxpGkT6QyG0M83g== 0001056569-09-000069.txt : 20091110 0001056569-09-000069.hdr.sgml : 20091110 20091110144838 ACCESSION NUMBER: 0001056569-09-000069 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20091110 DATE AS OF CHANGE: 20091110 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ASIA SPECIAL SITUATION ACQUISITION CORP CENTRAL INDEX KEY: 0001407437 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-83523 FILM NUMBER: 091171600 BUSINESS ADDRESS: STREET 1: PO BOX 309 GT STREET 2: UGLAND HOUSE SOUTH CHURCH STREET CITY: GEORGE TOWN STATE: E9 ZIP: 00000 BUSINESS PHONE: 407 805 0879 MAIL ADDRESS: STREET 1: PO BOX 309 GT STREET 2: UGLAND HOUSE SOUTH CHURCH STREET CITY: GEORGE TOWN STATE: E9 ZIP: 00000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LOEB ARBITRAGE MANAGEMENT, LLC CENTRAL INDEX KEY: 0001056569 IRS NUMBER: 133269993 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 61 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10006 BUSINESS PHONE: 2124837000 MAIL ADDRESS: STREET 1: 61 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10006 FORMER COMPANY: FORMER CONFORMED NAME: LOEB ARBITRAGE MANAGEMENT INC DATE OF NAME CHANGE: 19990325 SC 13G 1 a.htm SC 13G

 


UNITED STATES

SECURITIES & EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No )*

 

Asia Special Situation Acquisition Corp.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

G0538M105

(CUSIP Number)

 

Alexander H. McMillan, Esq.

c/o Loeb Partners Corporation

61 Broadway, New York, N.Y. 10006 (212) 483-7069

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

October 7, 2009

(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 disclosures provided in a prior cover page.

 

 


 

 

 

032080.0003 EAST 7937446 v5

 


CUSIP No.

G0538M105

 

 

1. Name of Reporting Person

Loeb Arbitrage Management, LLC

 

 

I.R.S. Identification No. of Above Person

 

 

 

2. Check the Appropriate Box if a Member of a Group

(a) x

 

(b) o

 

 

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

120,443

 

 

7. Sole Dispositive Power

-0-

 

 

8. Shared Dispositive Power

120,443

 

 

9. Aggregate Amount of Beneficially Owned by Each Reporting Person

120,443

 

 

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares

o

 

 

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

0.86%

 

 

12. Type of Reporting Person

IA

 

 

 

 

 


CUSIP No.

G0538M105

 

 

1. Name of Reporting Person

Loeb Arbitrage Fund

 

 

I.R.S. Identification No. of Above Person

 

 

 

2. Check the Appropriate Box if a Member of a Group

(a) x

 

(b) o

 

 

3. SEC Use Only

 

 

 

4. Citizenship or Place of Organization

New York

 

Number of Shares Beneficially Owned by Each Reporting Person With

 

 

5. Sole Voting Power

786,819

 

 

6. Shared Voting Power

-0-

 

 

7. Sole Dispositive Power

786,819

 

 

8. Shared Dispositive Power

-0-

 

 

9. Aggregate Amount of Beneficially Owned by Each Reporting Person

786,819

 

 

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares

o

 

 

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

5.62%

 

 

12. Type of Reporting Person

PN

 

 

 

 


 

CUSIP No.

G0538M105

 

 

1. Name of Reporting Person

Loeb Offshore Fund Ltd.

 

 

I.R.S. Identification No. of Above Person

 

 

 

2. Check the Appropriate Box if a Member of a Group

(a) x

 

(b) o

 

 

3. SEC Use Only

 

 

 

4. Citizenship or Place of Organization

Cayman Islands

 

Number of Shares Beneficially Owned by Each Reporting Person With

 

 

5. Sole Voting Power

77,093

 

 

6. Shared Voting Power

-0-

 

 

7. Sole Dispositive Power

77,093

 

 

8. Shared Dispositive Power

-0-

 

 

9. Aggregate Amount of Beneficially Owned by Each Reporting Person

77,093

 

 

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares

o

 

 

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

0.55%

 

 

12. Type of Reporting Person

CO

 

 

 

 

 


Item 1(a).

Name of Issuer

 

 

Asia Special Situation Acquisition Corp.

 

 

Item 1(b).

Address of Issuer’s Principal Executive Offices:

 

 

c/o M&C Corporate Services Limited

P.O. Box 309GT, Ugland House, South Church Street

George Town, Grand Cayman, Cayman Islands

 

 

Item 2(a).

Name of Person(s) Filing

 

 

Loeb Arbitrage Management, LLC (“LAM”)

Loeb Arbitrage Fund (“LAF”)

Loeb Offshore Fund Ltd. (“LOF”)

 

 

Item 2(b).

Address of Principal Business Office

 

 

All filing person(s) and associated investment advisors referenced herein are located at:

61 Broadway, 24th Floor

New York, NY 10006

 

 

Item 2(c)

Citizenship or Place of Organization

 

 

 

LAM is a limited liability company organized under the laws of the State of Delaware.

 

LAF is a limited partnership organized under the laws of the State of New York

 

LOF is a Cayman Islands exempted company.

 

 

Item 2(d).

Title of Class of Securities

 

 

 

Common Stock

 

 

Item 2(e).

CUSIP Number:

 

 

 

G0538M105

 

 


 

 

 

Item 3.

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

 

(a) o A broker or dealer under Section 15 of the 1934 Act

(b) o A bank as defined in Section 3(a)(6) of the 1934 Act

(c) o An insurance company as defined in Section 3(a) (19) of the 1934 Act

(d) o An investment company registered under Section 8 of the Investment Company Act of 1940

(e) o An investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E)

(f) o An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F)

(g) o A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G)

(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act

(i) o A church plan that is excluded from the definition of Investment Company under Section 3(c)(14) of the Investment Company Act of 1940

(j) o A group, in accordance with Rule 13d-1(b)(1)(ii)(J)

 

 

 

 

Item 4.

Ownership

 

 

(a)

Amount Beneficially Owned:

 

 

 

See Item 9 of cover pages.

 

 

(b)

Percent of Class:

 

 

 

See Item 11 of cover pages.

 

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

sole power to vote or to direct the vote

 

(ii)

shared power to vote or to direct the vote

 

(iii)

sole power to dispose or to direct the disposition

 

(iv)

shared power to dispose or to direct the disposition

 

 

 

 

See Items 5-8 of cover 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 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 or Control Person

 

 

 

Not Applicable.

 

 

Item 8.

Identification and Classification of Members of the Group

 

 

 

LAM is a registered investment adviser.  LAM may invest on behalf of itself and clients for which it has investment discretion.

 

LAF’s general partner is Loeb Arbitrage Management, LLC.   

 

LOF’s registered investment advisor is Loeb Offshore Management, LLC (“LOM”), a Delaware limited liability company.

 

 

 

Item 9.

Notice of Dissolution of Group

 

 

 

Not applicable.

 

 

Item 10.

Certification

 

 

 

Not applicable.

 

 

 

 


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.

 

 

LOEB ARBITRAGE MANAGEMENT, LLC

 

 

 

 

 

 

Date: November 9, 2009

 

By:_ /s/ Alexander H. McMillan

 

 

Alexander H. McMillan

 

 

Vice President

 

 

 

 

 

LOEB ARBITRAGE FUND

 

 

By: LOEB ARBITRAGE MANAGEMENT, LLC, G.P.

 

 

 

 

 

 

Date: November 9, 2009

 

By:_ /s/ Alexander H. McMillan

 

 

Alexander H. McMillan

 

 

Vice President

 

 

 

 

 

LOEB OFFSHORE FUND LTD.

 

 

 

 

 

 

Date: November 9, 2009

 

By:_ /s/ Alexander H. McMillan

 

 

Alexander H. McMillan

 

 

Vice President

 

 

 

 

 

 

 

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