mmcenergyinc_13g-a6.htm - Generated by SEC Publisher for SEC Filing

-----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, TLFknstAD2FlKzx+KJssJn2HJw/rHUV9Yuf7ighP754eVnr/8eaRQ/G1ngJjWLjW FeeGanMXYuitbLlVbExNFw== 0000906344-09-000471.txt : 20090330 0000906344-09-000471.hdr.sgml : 20090330 20090327202002 ACCESSION NUMBER: 0000906344-09-000471 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090330 DATE AS OF CHANGE: 20090327 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MMC ENERGY, INC. CENTRAL INDEX KEY: 0001312206 STANDARD INDUSTRIAL CLASSIFICATION: COGENERATION SERVICES & SMALL POWER PRODUCERS [4991] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81805 FILM NUMBER: 09712059 BUSINESS ADDRESS: STREET 1: 26 BROADWAY, STREET 2: SUITE 907 CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: (212) 977-0900 MAIL ADDRESS: STREET 1: 26 BROADWAY, STREET 2: SUITE 907 CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: High Tide Ventures, Inc. DATE OF NAME CHANGE: 20041221 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Stephens Investment Management, LLC CENTRAL INDEX KEY: 0001349475 IRS NUMBER: 371453825 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE FERRY BUILDING STREET 2: SUITE 255 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415 677 5440 MAIL ADDRESS: STREET 1: ONE FERRY BUILDING STREET 2: SUITE 255 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 SC 13G/A 1 mmcenergyinc_13g-a6.htm SCHEDULE 13G-A6 mmcenergyinc_13g-a6.htm - Generated by SEC Publisher for SEC Filing

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

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 6)*

MMC Energy, Inc.
(Name of Issuer)

Common Stock, $.001 par value per share
(Title of Class of Securities)

55312Q208
(CUSIP Number)

January 2, 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:

¨ Rule 13d-1(b)

ý 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).


(1)	Names of Reporting Persons.			STEPHENS INVESTMENT MANAGEMENT, LLC
					(a) £
(2)	Check the Appropriate Box if a Member of a Group (See Instructions)				(b) £

(3)	SEC Use Only

(4)	Citizenship or Place of Organization				DELAWARE

NUMBER OF		(5)	Sole Voting Power		2,702,192
SHARES
BENEFICIALLY		(6)	Shared Voting Power		0
OWNED BY EACH
REPORTING		(7)	Sole Dispositive Power		2,702,192
PERSON WITH
		(8)	Shared Dispositive Power		0

(9)	Aggregate Amount Beneficially Owned by Each Reporting Person				2,702,192

(10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)				£

(11)	Percent of Class Represented by Amount in Row (9)				19.1%

(12)	Type of Reporting Person (See Instructions)				OO


(1)	Names of Reporting Persons.			PAUL H. STEPHENS
				(a) £
(2)	Check the Appropriate Box if a Member of a Group (See Instructions)			(b) £

(3)	SEC Use Only

(4)	Citizenship or Place of Organization			UNITED STATES

NUMBER OF		(5)	Sole Voting Power	0
SHARES
BENEFICIALLY		(6)	Shared Voting Power	2,702,192
OWNED BY EACH
REPORTING		(7)	Sole Dispositive Power	0
PERSON WITH
		(8)	Shared Dispositive Power	2,702,192

(9)	Aggregate Amount Beneficially Owned by Each Reporting Person			2,702,192

(10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			£

(11)	Percent of Class Represented by Amount in Row (9)			19.1%

(12)	Type of Reporting Person (See Instructions)			IN


(1)	Names of Reporting Persons.			P. BARTLETT STEPHENS
				(a) £
(2)	Check the Appropriate Box if a Member of a Group (See Instructions)			(b) £

(3)	SEC Use Only

(4)	Citizenship or Place of Organization			UNITED STATES

NUMBER OF		(5)	Sole Voting Power	0
SHARES
BENEFICIALLY		(6)	Shared Voting Power	2,702,192
OWNED BY EACH
REPORTING		(7)	Sole Dispositive Power	0
PERSON WITH
		(8)	Shared Dispositive Power	2,702,192

(9)	Aggregate Amount Beneficially Owned by Each Reporting Person			2,702,192

(10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			£

(11)	Percent of Class Represented by Amount in Row (9)			19.1%

(12)	Type of Reporting Person (See Instructions)			IN


(1)	Names of Reporting Persons.			W. BRADFORD STEPHENS
				(a) £
(2)	Check the Appropriate Box if a Member of a Group (See Instructions)			(b) £

(3)	SEC Use Only

(4)	Citizenship or Place of Organization			UNITED STATES

NUMBER OF		(5)	Sole Voting Power	0
SHARES
BENEFICIALLY		(6)	Shared Voting Power	2,702,192
OWNED BY EACH
REPORTING		(7)	Sole Dispositive Power	0
PERSON WITH
		(8)	Shared Dispositive Power	2,702,192

(9)	Aggregate Amount Beneficially Owned by Each Reporting Person			2,702,192

(10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			£

(11)	Percent of Class Represented by Amount in Row (9)			19.1%

(12)	Type of Reporting Person (See Instructions)			IN


(1)	Names of Reporting Persons.			ORPHAN FUND, L.P.
				(a) £
(2)	Check the Appropriate Box if a Member of a Group (See Instructions)			(b) £

(3)	SEC Use Only

(4)	Citizenship or Place of Organization			DELAWARE

NUMBER OF		(5)	Sole Voting Power	1,147,791
SHARES
BENEFICIALLY		(6)	Shared Voting Power	0
OWNED BY EACH
REPORTING		(7)	Sole Dispositive Power	1,147,791
PERSON WITH
		(8)	Shared Dispositive Power	0

(9)	Aggregate Amount Beneficially Owned by Each Reporting Person			1,147,791

(10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			£

(11)	Percent of Class Represented by Amount in Row (9)			8.1%

(12)	Type of Reporting Person (See Instructions)			PN


(1)	Names of Reporting Persons.			NANOCAP AQUA FUND, L.P.
				(a) £
(2)	Check the Appropriate Box if a Member of a Group (See Instructions)			(b) £

(3)	SEC Use Only

(4)	Citizenship or Place of Organization			DELAWARE

NUMBER OF		(5)	Sole Voting Power	844,965
SHARES
BENEFICIALLY		(6)	Shared Voting Power	0
OWNED BY EACH
REPORTING		(7)	Sole Dispositive Power	844,965
PERSON WITH
		(8)	Shared Dispositive Power	0

(9)	Aggregate Amount Beneficially Owned by Each Reporting Person			844,965

(10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			£

(11)	Percent of Class Represented by Amount in Row (9)			6.0%

(12)	Type of Reporting Person (See Instructions)			PN


(1)	Names of Reporting Persons.			NANOCAP QUALIFIED FUND, L.P.
					(a) £
(2)	Check the Appropriate Box if a Member of a Group (See Instructions)				(b) £

(3)	SEC Use Only

(4)	Citizenship or Place of Organization				DELAWARE

NUMBER OF		(5)	Sole Voting Power		0
SHARES
BENEFICIALLY		(6)	Shared Voting Power		0
OWNED BY EACH
REPORTING		(7)	Sole Dispositive Power		0
PERSON WITH
		(8)	Shared Dispositive Power		0

(9)	Aggregate Amount Beneficially Owned by Each Reporting Person				0

(10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)				£

(11)	Percent of Class Represented by Amount in Row (9)				0%

(12)	Type of Reporting Person (See Instructions)				PN

Item 1(a).   Name of Issuer:

                    MMC Energy, Inc.

Item 1(b).   Address of Issuer’s Principal Executive Offices:

                    26 Broadway, Suite 907
                    New York, NY 10004

Item 2(a).   Names of Persons Filing:

                    Stephens Investment Management, LLC (“SIM”)
                    Paul H. Stephens (“Paul Stephens”)
                    P. Bartlett Stephens (“Bart Stephens”)
                    W. Bradford Stephens (“Brad Stephens”)
                    Orphan Fund, L.P. (“Orphan”)
                    Nanocap Aqua Fund, L.P. (“Aqua”)
                    Nanocap Qualified Fund, L.P. (“Nanocap Qualified”)

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

The principal business address of each reporting person is One Ferry Building, Suite 255, San Francisco, CA 94111.

Item 2(c). Citizenship:

Reference is made to Item 4 of pages 2–8 of this Schedule 13G (this “Schedule”), which Items are incorporated by reference herein.

Item 2(d). Title of Class of Securities:

Common Stock, $.001 par value per share

Item 2(e). CUSIP Number:

55312Q208

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:

¨ (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

¨ (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

¨ (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

¨ (d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

¨ (e) An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

¨ (f) An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

¨ (g) A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

¨ (h) A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

¨ (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

¨ (j) Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4. Ownership.

Reference is hereby made to Items 5-9 and 11 of pages 2 - 8 of this Schedule, which Items are incorporated by reference herein.

The securities to which this Schedule relates (the “Securities”) are owned by certain investment limited partnerships, including Orphan and Aqua, for which SIM serves as general partner and investment manager. SIM, as those investment limited partnerships’ general partner and investment manager, and Paul Stephens, Brad Stephens and Bart Stephens, as managing members and owners of SIM, may therefore be deemed to beneficially own Securities owned by such investment limited partnerships for the purposes of Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the “Act”), insofar as they may be deemed to have the power to direct the voting or disposition of those Securities.

Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that SIM, Paul Stephens, Brad Stephens or Bart Stephens is, for any other purpose, the beneficial owner of any of the Securities, and each of SIM, Paul Stephens, Brad Stephens and Bart Stephens disclaims beneficial ownership as to the Securities, except to the extent of his or its pecuniary interests therein.

Under the definition of “beneficial ownership” in Rule 13d-3 under the Act, it is also possible that other individual executive officers or members of the foregoing entities might be deemed the “beneficial owners” of some or all of the Securities insofar as they may be deemed toSshare the power to direct the voting or disposition of the Securities. Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that any of such individuals is, for any purpose, the beneficial owner of any of the Securities, and such beneficial ownership is expressly discla imed.

The calculation of percentage of beneficial ownership in item 11 of pages 2 - 8 was derived from the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 14, 2008, in which the Issuer stated that the number of shares of its common stock outstanding as of November 13, 2008 was 14,142,678 shares.

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 as to Nanocap Qualified S.

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

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 the undersigned certify that, to the best of their 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.

Signature

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: March 27, 2009

STEPHENS INVESTMENT MANAGEMENT, LLC

By: /s/ W. Bradford Stephens
          W. Bradford Stephens
          Its Managing Member

ORPHAN FUND, LP
By: STEPHENS INVESTMENT MANAGEMENT, LLC
Its: General Partner

By: /s/ W. Bradford Stephens
          W. Bradford Stephens
           Its Managing Member

NANOCAP AQUA FUND, LP
By: STEPHENS INVESTMENT MANAGEMENT, LLC
Its: General Partner

By: /s/ W. Bradford Stephens
          W. Bradford Stephens
          Its Managing Member

NANOCAP QUALIFIED FUND, LP
By: STEPHENS INVESTMENT MANAGEMENT, LLC
Its: General Partner

By: /s/ W. Bradford Stephens
          W. Bradford Stephens
          Its Managing Member

/s/ Paul H. Stephens
Paul H. Stephens

/s/ P. Bartlett Stephens

P. Bartlett Stephens

/s/ W. Bradford Stephens
W. Bradford Stephens

EXHIBIT INDEX

Exhibit A

Joint Filing Undertaking

Page 12

EXHIBIT A

JOINT FILING UNDERTAKING

The undersigned, being authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13G to evidence the agreement of the below-named parties, in accordance with rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule, as it may be amended, jointly on behalf of each of such parties.

Dated: March 27, 2009

STEPHENS INVESTMENT MANAGEMENT, LLC

By: /s/ W. Bradford Stephens
          W. Bradford Stephens
          Its Managing Member

ORPHAN FUND, LP
By: STEPHENS INVESTMENT MANAGEMENT, LLC
Its: General Partner

By: /s/ W. Bradford Stephens
          W. Bradford Stephens
           Its Managing Member

NANOCAP AQUA FUND, LP
By: STEPHENS INVESTMENT MANAGEMENT, LLC
Its: General Partner

By: /s/ W. Bradford Stephens
          W. Bradford Stephens
          Its Managing Member

NANOCAP QUALIFIED FUND, LP
By: STEPHENS INVESTMENT MANAGEMENT, LLC
Its: General Partner

By: /s/ W. Bradford Stephens
          W. Bradford Stephens
          Its Managing Member

/s/ Paul H. Stephens
Paul H. Stephens

/s/ P. Bartlett Stephens

P. Bartlett Stephens

/s/ W. Bradford Stephens
W. Bradford Stephens

-----END PRIVACY-ENHANCED MESSAGE-----

¨	(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
¨	(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
¨	(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
¨	(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
¨	(e)	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
¨	(f)	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
¨	(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
¨	(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
¨	(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
¨	(j)	Group, in accordance with §240.13d-1(b)(1)(ii)(J).