-----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, PxuLBiTDRpvGQV8x6isoEkHc9yZR28Loc/wHTjCYi222FUCeKEP5LrgKIpJQr1zD QdnxFgxXx/M7OidJZePLVA== 0000950144-98-014065.txt : 19981222 0000950144-98-014065.hdr.sgml : 19981222 ACCESSION NUMBER: 0000950144-98-014065 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981221 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LAHAINA ACQUISITIONS INC CENTRAL INDEX KEY: 0000855684 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 841325695 STATE OF INCORPORATION: CO FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-51047 FILM NUMBER: 98773169 BUSINESS ADDRESS: STREET 1: 2900 ATLANTIC AVE. CITY: FERNANDINA BEACH STATE: CA ZIP: 32034 BUSINESS PHONE: 4042774438 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GCA STRATEGIC INVESTMENT FUND LTD CENTRAL INDEX KEY: 0001074482 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O PRIME MANAGEMENT LIMITED STREET 2: MECHANICS BLDG 12 CHURCH ST HM11 CITY: HAMILTON BUSINESS PHONE: 442950329 MAIL ADDRESS: STREET 1: C/O PRIME MANAGEMENT LTD STREET 2: MECHANICS BLDG 12 CHURCH ST HM11 CITY: HAMILTON STATE: D0 SC 13G 1 GCA STRATEGIC INVESTMENT FUND LTD / LAHAINA ACQ 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. )(1) ---- Lahaina Acquisitions, Inc. -------------------------- (NAME OF ISSUER) Common Stock, no par value per share ------------------------------------ (TITLE OF CLASS OF SECURITIES) 507275105 -------------- (CUSIP NUMBER) DECEMBER 7, 1998 ------------------------------------------------------- (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) (1) 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). Page 1 of 6 pages 2 ===================== ========================== CUSIP NO. 507275105 13G PAGE 2 OF 6 PAGES ===================== ========================== (1) NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) GCA STRATEGIC INVESTMENT FUND LIMITED - ------------------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] - ------------------------------------------------------------------------------- (3) SEC USE ONLY - ------------------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION BERMUDA - ------------------------------------------------------------------------------- (5) SOLE VOTING POWER NUMBER OF 500,000 SHARES -------------------------------------------------------- BENEFICIALLY (6) SHARED VOTING POWER OWNED BY 0 EACH -------------------------------------------------------- REPORTING (7) SOLE DISPOSITIVE POWER PERSON 500,000 WITH - ------------------------------------------------------------------------------- (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* [ ] - -------------------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 10.6 - -------------------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON* CO - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT Page 2 of 6 Pages 3 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Item 1. (a) NAME OF ISSUER: Lahaina Acquisitions, Inc. (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 2900 Atlantic Avenue Fernandina Beach, Florida 32034 Item 2. (a) NAME OF PERSON FILING: GCA Strategic Investment Fund Limited (b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: Mechanics Building 12 Church Street Hamilton HM11, Bermuda (c) CITIZENSHIP: Bermuda (d) TITLE OF CLASS OF SECURITIES: Common Stock (e) CUSIP NUMBER: 784185209000 Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B) OR (C), CHECK WHETHER PERSON FILING IS A: (a) Broker or dealer registered under section 15 of the Act. (b) Bank as defined in Section 3(a)(6) of the Act. (c) Insurance company as defined in section 3(a)(19) of the Act. (d) Investment company registered under section 8 of the Investment Company Act. (e) An investment adviser in accordance with Rule 13d-(b)(1)(ii)(E). (f) An employee benefit plan or endowment fund in accordance with 13d-1(b)(1)(ii)(F). (g) Parent holding company or control person, in accordance with 13d-1(b)(ii)(G). (h) Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. Page 3 of 6 Pages 4 (i) Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. (j) Group, in accordance with 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Rule 13d-1(c), check this box, Item 4. OWNERSHIP: (a) Amount beneficially owned 500,000 shares (b) Percent of class (c) PERCENT OF CLASS: 10.6%. This percentage is based on total outstanding shares of 4,716,500 as of December 14, 1998, as reported in the Company's Form 10-Q for the quarter ended September 30, 1998. This percentage is based on an assumed conversion price of $.6667 per share. On December 7, 1998, GCA purchased, in a private transaction (the "Transaction"), $750,000 of Convertible Notes (the "Notes"), convertible into shares of the Company's common stock. $375,000 of the principal amount of the Notes may be converted into common stock at any time at a price equal to the lower of a fixed price or 85% percent of the average of the closing bid prices of the common stock for the five trading days preceding the date of conversion. At the option of the Company, the balance of $375,000 on the Notes could either be redeemed by the Company paying a fee equal to 117% of the outstanding principal and accrued interest or requiring conversion of the balance of the Notes at 85% percent of the average of the closing bid prices of the commons stock for the five trading days preceding the date of conversion. An affiliate of the Company also received as part of the Transaction four year Warrants for the purchase of 60,000 shares of such common stock. The Warrants have a fixed exercise price. (d) Number of shares as to which such person has: (i) Sole power to vote or direct the vote 500,000 (ii) Shared power to vote or direct the vote 0 (iii) Sole power to dispose or direct the disposition of 500,000 (iv) Shared power to dispose or direct the disposition of 0 Item 5. OWNERSHIP OF 5 PERCENT OR LESS OF A CLASS. Not Applicable Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. Not Applicable Page 4 of 6 Pages 5 Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. Not Applicable Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. Not Applicable Item 9. NOTICE OF DISSOLUTION OF GROUP. 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 not held for the purpose of or with the the effect of changing or influencing the control of the issuer of the securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. Page 5 of 6 Pages 6 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth above in this statement is true, complete and correct. December 21, 1998 /s/ Joseph Kelley ----------------------------- Name: Joseph Kelly Title: Director, GCA Strategic Investment Fund Limited Page 6 of 6 Pages -----END PRIVACY-ENHANCED MESSAGE-----