0001356220-11-000005.txt : 20110512 0001356220-11-000005.hdr.sgml : 20110512 20110512124804 ACCESSION NUMBER: 0001356220-11-000005 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110512 DATE AS OF CHANGE: 20110512 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CIFC Deerfield Corp. CENTRAL INDEX KEY: 0001313918 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 202008622 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81573 FILM NUMBER: 11834812 BUSINESS ADDRESS: STREET 1: 250 PARK AVENUE STREET 2: 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10177 BUSINESS PHONE: 212-624-1200 MAIL ADDRESS: STREET 1: 250 PARK AVENUE STREET 2: 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10177 FORMER COMPANY: FORMER CONFORMED NAME: Deerfield Capital Corp. DATE OF NAME CHANGE: 20071226 FORMER COMPANY: FORMER CONFORMED NAME: Deerfield Triarc Capital Corp DATE OF NAME CHANGE: 20050110 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Copper Mountain Investments LTD CENTRAL INDEX KEY: 0001356220 IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: P. O. BOX 31363 STREET 2: 45 MARKET STREET, SUITE 3211 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1206 BUSINESS PHONE: 345-640-3300 MAIL ADDRESS: STREET 1: P. O. BOX 31363 STREET 2: 45 MARKET STREET, SUITE 3211 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1206 SC 13G/A 1 dfr13ga6.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6) CIFC DEERFIELD CORP ----------------------------------------------------------------- (Name of Issuer) COMMON, $0.001 PAR VALUE PER SHARE ----------------------------------------------------------------- (Title of class of Securities) 125471102 -------------- (CUSIP Number) 14 April 2011 ----------------------------------------------------------------- (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-l(b) [X] Rule 13d-l(c) [ ] Rule 13d-l(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 on the remainder of this cover page shall not be deemed "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. 125471102 Page 2 of 12 Pages 1. NAME OF REPORTING PERSON WILLIAM AND CLAIRE DART FOUNDATION 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [x] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION MICHIGAN NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. SOLE VOTING POWER 337,590 6. SHARED VOTING POWER -0- 7. SOLE DISPOSITIVE POWER 337,590 8. SHARED DISPOSITIVE POWER -0- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 337,590 shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.7% 12. TYPE OF REPORTING PERSON* OO CUSIP NO. 125471102 Page 3 of 12 Pages 1. NAME OF REPORTING PERSON ROBERT C. DART FAMILY TRUST 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [x] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION NEVADA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. SOLE VOTING POWER -0- 6. SHARED VOTING POWER 405,540 7. SOLE DISPOSITIVE POWER -0- 8. SHARED DISPOSITIVE POWER 405,540 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 405,540 shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 2.0% 12. TYPE OF REPORTING PERSON* OO CUSIP NO. 125471102 Page 4 of 12 Pages 1. NAME OF REPORTING PERSON COPPER MOUNTAIN INVESTMENTS LTD. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [x] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION CAYMAN ISLANDS NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. SOLE VOTING POWER -0- 6. SHARED VOTING POWER 173,335 7. SOLE DISPOSITIVE POWER -0- 8. SHARED DISPOSITIVE POWER 173,335 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 173,335 shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.8% 12. TYPE OF REPORTING PERSON* CO CUSIP NO. 125471102 Page 5 of 12 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S IDENTIFICATION NO. OF ABOVE PERSON ROBERT C. DART 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [x] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION BELIZE NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. SOLE VOTING POWER -0- 6. SHARED VOTING POWER 173,335 7. SOLE DISPOSITIVE POWER -0- 8. SHARED DISPOSITIVE POWER 173,335 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 173,335 shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.8% 12. TYPE OF REPORTING PERSON* IN CUSIP NO. 125471102 Page 6 of 12 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S IDENTIFICATION NO. OF ABOVE PERSON WILLIAM A. DART 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 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. SOLE VOTING POWER -0- 6. SHARED VOTING POWER 405,540 7. SOLE DISPOSITIVE POWER -0- 8. SHARED DISPOSITIVE POWER 405,540 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 405,540 shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 2.0% 12. TYPE OF REPORTING PERSON* IN CUSIP NO. 125471102 Page 7 of 12 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S IDENTIFICATION NO. OF ABOVE PERSON CLAIRE T. DART 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 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. SOLE VOTING POWER -0- 6. SHARED VOTING POWER 405,540 7. SOLE DISPOSITIVE POWER -0- 8. SHARED DISPOSITIVE POWER 405,540 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 405,540 shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 2.0% 12. TYPE OF REPORTING PERSON* IN CUSIP No. 125471102 Page 8 of 12 Pages This Amendment No. 6 to Schedule 13G amends the Amendment No.5 to Schedule 13G filed by the Reporting Persons on December 2, 2010. This Amendment No. 6 to Schedule 13G is being filed at this time to report the reduction in the percentage of the class of common stock beneficially owned by the Reporting Persons to below the five percent reporting threshold as a result of the issuance by the Issuer on April 13, 2011 of 9,090,909 shares of Common Stock to persons other than the Reporting Persons. The actual number of shares of common stock beneficially owned by the Reporting Persons has not changed since the filing of Amendment No. 5 to Schedule 13G. ITEM l(a). NAME OF ISSUER: CIFC DEERFIELD CORP ITEM l(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 250 Park Avenue, 5th Floor New York, NY 10177 ITEM 2(a)-(c). NAME, ADDRESS AND CITIZENSHIP OF EACH PERSON FILING: The William and Claire Dart Foundation (the Dart Foundation), 500 Hogsback Road, Mason, MI 48854, is a private foundation organized in Michigan. Robert C. Dart Family Trust (Family Trust), c/o Dart Financial Corporation, 500 Hogsback Rd., Mason, MI 48854, a Nevada trust. Mr. Robert C. Dart and certain members of his family are beneficiaries of the Family Trust. Dart Financial Corporation, 500 Hogsback Rd, Mason, MI, 48854, a Nevada corporation, is the Trustee for the Robert C. Dart Family Trust. William A. Dart and Claire T. Dart, United States citizens, through their control of Dart Financial Corporation, may be deemed the indirect beneficial owner of the shares of the Issuer owned by the Family Trust. Copper Mountain Investments Limited (Copper Mountain), P. O. Box 31363, Grand Cayman, KY1-1206 Cayman Islands, a Cayman Islands company owned 100% by Robert C. Dart. Robert C. Dart, P. O. Box 30229, Grand Cayman, KY1-1201, Cayman Islands, a Belize citizen, is the sole owner of stock of Copper Mountain and is the beneficial owner of the shares of the Issuer owned by Copper Mountain. The Dart Foundation, Family Trust, Copper Mountain, William A. Dart, Claire T. Dart, and Robert C. Dart (the Reporting Persons) are filing this Amendment No.6 to Schedule 13G jointly because they may be regarded as a group. However, a) The Family Trust, Copper Mountain, William A. Dart, Claire T. Dart, and Robert C. Dart each disclaim beneficial ownership of the shares owned by the Dart Foundation, and (b) the Dart Foundation disclaims beneficial ownership of the shares owned by the Family Trust, Copper Mountain, William A. Dart, Claire T. Dart, and Robert C. Dart, and (c) The Family Trust and Copper Mountain each disclaim beneficial ownership of the shares owned by the other. Each of the Reporting Persons disclaims membership in a group, CUSIP No. 125471102 Page 9 of 12 Pages and this filing shall not constitute an acknowledgement that the filing persons constitute a group. ITEM 2(d). TITLE OF CLASS OF SECURITIES: Common Stock $.001 par value per share ITEM 2(e). CUSIP NUMBER: 125471102 ITEM 3. Not Applicable. ITEM 4. OWNERSHIP As of the date of Amendment No. 6 to Schedule 13G, the Reporting Persons beneficially owned, in the aggregate, 916,465 (4.5%)1 of the outstanding shares of the common stock of the issuer. Copper Mountain Investments Ltd. beneficially owns the following: (a) Amount Beneficially owned: 173,335 (b) Percent of Class: 0.8% (c) Number of shares as to which the person has: (i) sole power to vote or to direct the vote: -0- (ii) shared power to vote or to direct the vote: 173,335 (iii)sole power to dispose of or to direct the disposition of: -0- (iv) shared power to dispose of or to direct the disposition of: 173,335 Robert C. Dart Family Trust beneficially owns the following: (a) Amount Beneficially owned: 405,540 (b) Percent of Class: 2.0% (c) Number of shares as to which the person has: (i) sole power to vote or to direct the vote: -0- (ii) shared power to vote or to direct the vote: 405,540 (iii)sole power to dispose of or to direct the disposition of: -0- (iv) shared power to dispose of or to direct the disposition of: 405,540 Dart Financial Corporation is the Trustee of the Family Trust. William A. Dart and Claire T. Dart through their control of Dart Financial Corporation, may be deemed the indirect beneficial owner of the 405,540 shares of the issuer owned by the Family Trust for which they have shared power to vote or to direct the vote and shared power to dispose of or to direct the disposition of such shares. CUSIP No. 125471102 Page 10 of 12 Pages Robert C. Dart beneficially owns the following: (a) Amount Beneficially owned: 173,335 (b) Percent of Class: 0.8% (c) Number of shares as to which the person has: (i) sole power to vote or to direct the vote: -0- (ii) shared power to vote or to direct the vote: 173,335 (iii)sole power to dispose of or to direct the disposition of: -0- (iv) shared power to dispose of or to direct the disposition of: 173,335 The William and Claire Dart Foundation beneficially owns the following: (a) Amount Beneficially owned: 337,590 (b) Percent of Class: 1.7% (c) Number of shares as to which the person has: (i) sole power to vote or to direct the vote: 337,590 (ii) shared power to vote or to direct the vote: -0- (iii)sole power to dispose of or to direct the disposition of: 337,590 (iv) shared power to dispose of or to direct the disposition of: -0- ITEM 5. OWNERSHIP OF 5 PERCENT OR LESS OF A CLASS: [X] ITEM 6. OWNERSHIP OF MORE THAN 5 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. The William and Claire Dart Foundation (the Dart Foundation), 500 Hogsback Road, Mason, MI 48854, is a private foundation organized in Michigan. Robert C. Dart Family Trust (Family Trust), c/o Dart Financial Corporation, 500 Hogsback Rd., Mason, MI 48854, a Nevada trust. Mr. Robert C. Dart and certain members of his family are beneficiaries of the Family Trust. Dart Financial Corporation, 500 Hogsback Rd, Mason, MI, 48854, a Nevada corporation, is the Trustee for the Robert C. Dart Family Trust. William A. Dart and Claire T. Dart, United States citizens, through their control of Dart financial Corporation, may be deemed the indirect beneficial owner of the shares of the Issuer owned by the Family Trust. Copper Mountain Investments Limited (Copper Mountain), P. O. Box 31363, Grand Cayman, KY1-1206 Cayman Islands, a Cayman Islands company owned 100% by Robert C. Dart. Robert C. Dart, P. O. Box 30229, Grand Cayman, KY1-1201, Cayman CUSIP No. 125471102 Page 11 of 12 Pages Islands, a Belize citizen, is the sole owner of stock of Copper Mountain and is the beneficial owner of the shares of the Issuer owned by Copper Mountain. The Dart Foundation, Family Trust, Copper Mountain, William A. Dart, Claire T. Dart, and Robert C. Dart (the Reporting Persons) are filing this Amendment No.6 to Schedule 13G jointly because they may be regarded as a group. However, a) The Family Trust, Copper Mountain, William A. Dart, Claire T. Dart, and Robert C. Dart each disclaim beneficial ownership of the shares owned by the Dart Foundation, and (b) the Dart Foundation disclaims beneficial ownership of the shares owned by the Family Trust, Copper Mountain, William A. Dart, Claire T. Dart, and Robert C. Dart, and (c) The Family Trust and Copper Mountain each disclaim beneficial ownership of the shares owned by the other. Each of the Reporting Persons disclaims membership in a group, ITEM 9. NOTICE OF DISSOLUTION OF GROUP. Not applicable. CUSIP No. 125471102 ITEM 10. CERTIFICATION. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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, I certify that the information set forth in this statement is true, complete and correct. COPPER MOUNTAIN INVESTMENTS LIMITED BY: James D. Lammers, Director 12 May 2011 ROBERT C. DART 12 May 2011 ROBERT C. DART FAMILY TRUST BY: Dart Financial Corporation, Trustee William A. Dart, President 12 May 2011 WILLIAM A. DART 12 May 2011 CLAIRE T. DART 12 May 2011 WILLIAM AND CLAIRE DART FOUNDATION BY: William A. Dart, Director 12 May 2011 CUSIP No. 125471102 Page 12 of 12 Pages EXHIBIT A JOINT FILING AGREEMENT The undersigned agree to the joint filing of Schedule 13G (including any and all amendments thereto) with respect to the shares of Common stock of Deerfield Capital Corp. The undersigned further agree and acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the other, except to the extent that it knows or has reason to believe that such information is inaccurate COPPER MOUNTAIN INVESTMENTS LIMITED BY: James D. Lammers, Director 12 May 2011 ROBERT C. DART 12 May 2011 ROBERT C. DART FAMILY TRUST BY: Dart Financial Corporation, Trustee William A. Dart, President 12 May 2011 WILLIAM A. DART 12 May 2011 CLAIRE T. DART 12 May 2011 WILLIAM AND CLAIRE DART FOUNDATION BY: William A. Dart, Director 12 May 2011 1 Based on 20,255,430 shares of Common Stock consisting of 11,164,521 outstanding as reported in the Issuers Annual Report on Form 10-K filed on March 31, 2011 and 9,090,909 shares that were issued to CIFC Parent Holdings on April 13, 2011 as reported in the Issuers Form 8-K Current Report dated April 14, 2011. --------------- ------------------------------------------------------------ --------------- ------------------------------------------------------------