-----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, LUBs0Xw8NvVoUzqW5jWKp5pwdAqWxsEjmqXPK6PlwHAGqBg60Z/kjp0UYVJR6qRB NK+kc2kWCvtUsY1S+vUeOw== 0000898432-09-001288.txt : 20091026 0000898432-09-001288.hdr.sgml : 20091026 20091026171118 ACCESSION NUMBER: 0000898432-09-001288 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20091026 DATE AS OF CHANGE: 20091026 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SouthPeak Interactive CORP CENTRAL INDEX KEY: 0001336262 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 203290391 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81770 FILM NUMBER: 091137422 BUSINESS ADDRESS: STREET 1: 2900 POLO PARKWAY CITY: MIDLOTHIAN STATE: VA ZIP: 23113 BUSINESS PHONE: (804) 378-5100 MAIL ADDRESS: STREET 1: 2900 POLO PARKWAY CITY: MIDLOTHIAN STATE: VA ZIP: 23113 FORMER COMPANY: FORMER CONFORMED NAME: GLOBAL SERVICES PARTNERS ACQUISITION CORP. DATE OF NAME CHANGE: 20050815 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Morgan Kathleen L. CENTRAL INDEX KEY: 0001433206 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: BUSINESS PHONE: (804) 378-5100 MAIL ADDRESS: STREET 1: 2900 POLO PARKWAY STREET 2: SUITE 200 CITY: MIDLOTHIAN STATE: VA ZIP: 23113 SC 13D/A 1 southpeak_sc13d-a.htm
 

UNITED STATES

 
 

SECURITIES AND EXCHANGE
COMMISSION

 
 

Washington, D.C. 20549

 
 

  
SCHEDULE 13D

 

  
  

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

  

SouthPeak Interactive Corporation

(Name of Issuer)
  

Common stock, $0.0001 par value

(Title of Class of Securities)
  

844649103
(CUSIP Number)
 

Kathleen Morgan

 

K&L Gates LLP

24743 Senda Pajaro

 

925 4th Avenue, Suite 2900

Calabasas, CA 91302

 

Seattle, WA 98104

Telephone: (818) 591-1712

 

Attention: Kristy T. Harlan

   

Telephone: (206) 370-6651

  

  

  

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

October 22, 2009
(Date of Event which Requires Filing of this Statement)
  

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
  

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
  

* 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.
  

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).

   


  

CUSIP No.  844649103

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Kathleen Morgan

  

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

   

(a)

o

   

(b)

o

  

 

3.

SEC Use Only

  

 

4.

Source of Funds (See Instructions)
SC

  

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 o

  

 

6.

Citizenship or Place of Organization
USA

  

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
3,062,000

  

8.

Shared Voting Power

0

  

9.

Sole Dispositive Power
3,062,000

  

10.

Shared Dispositive Power
 0

  

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
3,062,000

  

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See  

  

 

 Instructions)  o

  

 

13.

Percent of Class Represented by Amount in Row (11)
6.8%(1)

  

 

14.

Type of Reporting Person (See Instructions)
IN

  

 

  

  

 

    

(1)  Based on 44,998,600 shares of common stock outstanding on September 30, 2009 as disclosed in the Issuer’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on October 14, 2009 (File No. 000-51869).

  


EXPLANATORY STATEMENT
  

This Amendment No. 3 to Schedule 13D (“Amendment”) relates to the common stock, $0.0001 par value per share (the “Common Stock”) of South Peak Interactive Corporation.  This Amendment is filed to amend the Items set forth below of the Schedule 13D previously filed on behalf of Kathleen Morgan (the “Reporting Person”) with the Securities and Exchange Commission on May 21, 2008, as amended July 14, 2008 and July 30, 2009, by supplementing it with the information set forth herein.

  

Item 4.

Purpose of Transaction

  

The Reporting Person intends to continue to engage in open market sales of shares of Common Stock owned by the Reporting Person following the filing of this Amendment in such amounts and at such times as the Reporting Person deems desirable. The Reporting Person currently anticipates that she may sell approximately 20,000 shares of Common Stock per day after the filing of this Amendment, subject to change based on market conditions.

  

Item 5.

Interest in Securities of the Issuer

  

As of the date of this Amendment, the Reporting Person beneficially owns 3,062,000 shares of Common Stock, which represents approximately 6.8% of the Common Stock outstanding as of September 30, 2009. The Reporting Person has the sole power to vote or to direct the vote of, and to dispose or direct the disposition of 3,062,000 shares of Common Stock.

  

In the last 60 days, the Reporting Person sold an aggregate of 233,000 shares of Common Stock. The dates of such sales and the price at which each share was sold are set forth in Exhibit 1.

  

Item 7.

Material to be Filed as Exhibits

  
Exhibit 1. Common Stock Sales in Last 60 Days.
  


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.

  

October 26, 2009

  

 

KATHLEEN MORGAN

  

 
 

By:

 

Name: Kristy T. Harlan

 

Title: Attorney-in-fact for Kathleen Morgan(1)

 

  

 

  

 

  

 

*By:

/s/ Kristy T. Harlan

   

Kristy T. Harlan

   
   
   

(1) Duly authorized under Power of Attorney appointing Kristy T. Harlan attorney-in fact, dated July 25, 2009, by and on behalf of Kathleen Morgan, and attached as Exhibit 1 to Amendment No. 2 to Ms. Morgan’s Schedule 13D with respect to the Issuer filed on July 30, 2009, SEC File No. 005-81770 and incorporated by reference herein.


EXHIBIT INDEX

Exhibit
Number

Description

    

   

1

Common Stock Sales in Last 60 Days.


Exhibit 1
  
Common Stock Sales in Last 60 Days
  

DATE

NUMBER OF
SHARES SOLD

PRICE PER
SHARE

8/27/2009

5,000

0.51

8/31/2009

3,500

0.51

9/2/2009

21,500

0.59

9/4/2009

8,000

0.59

9/10/2009

1,800

0.60

9/11/2009

3,700

0.56

9/16/2009

2,500

0.55

9/17/2009

200

0.50

9/18/2009

3,800

0.50

9/30/2009

5,000

0.51

10/1/2009

4,000

0.50

10/5/2009

6,000

0.50

10/6/2009

1,200

0.50

10/14/2009

58,800

0.38

10/15/2009

1,000

0.40

10/16/2009

19,000

0.36

10/19/2009

20,000

0.36

10/20/2009

20,000

0.37

10/21/2009

25,400

0.37

10/22/2009

22,600

0.34

TOTAL

233,000

 

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