0001038494-11-000042.txt : 20111121 0001038494-11-000042.hdr.sgml : 20111121 20111121101355 ACCESSION NUMBER: 0001038494-11-000042 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20111121 DATE AS OF CHANGE: 20111121 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Gidumal Steven L CENTRAL INDEX KEY: 0001381650 FILING VALUES: FORM TYPE: SC 13D MAIL ADDRESS: STREET 1: C/O RESURGENCE ASSET MANAGEMENT, LLC STREET 2: 10 NEW KING STREET CITY: WHITE PLAINS STATE: NY ZIP: 10604 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Golden Gate Homes, Inc. CENTRAL INDEX KEY: 0001328208 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 870745202 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-81726 FILM NUMBER: 111217968 BUSINESS ADDRESS: STREET 1: 14 WALL STREET STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10005 BUSINESS PHONE: (212) 385-0955 MAIL ADDRESS: STREET 1: 14 WALL STREET STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10005 FORMER COMPANY: FORMER CONFORMED NAME: JK Acquisition Corp. DATE OF NAME CHANGE: 20050524 SC 13D 1 schedule13d.txt SCHEDULE 13D GOLDEN GATE HOMES, INC. 11/18/2011 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) GOLDEN GATE HOMES, INC. (formerly "JK ACQUISITION CORP.") (Name of Issuer) Common Stock, par value $.0001 per share (Title of Class of Securities) 381047 10 9 (CUSIP Number) Steven Gidumal 14 Wall Street, 20th Floor New York, New York 10005 212-385-0955 (Name, Address, and Telephone Number of Person Authorized to Receive Notices and Communications) October 7, 2011 (Date of Event which Requires Filing of this Statement) If this filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Sections 13d-1(e), Sections 13d-1(f), or Sections 13d-1(g), check the following box [ ]. *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). SCHEDULE 13D CUSIP No. 381047 10 9 ________________________________________________________________________________ 1) Names of Reporting Person Steven Gidumal S.S. or I.R.S. Identification No. of Above Person (entities only) _______________________________________________________________________________ 2) Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [ ] ________________________________________________________________________________ 3) SEC Use Only ________________________________________________________________________________ 4) Source of Funds: AF ________________________________________________________________________________ 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) N/A ________________________________________________________________________________ 6) Citizenship or place of Organization: USA ________________________________________________________________________________ (7) Sole Voting Power Number of 1,173,435 Shares Bene- ficially __________________________________________________________ owned by (8) Shared Voting Power Each -0- Reporting Person __________________________________________________________ With (9) Sole Dispositive Power 1,173,435 __________________________________________________________ (10) Shared Dispositive Power -0- ________________________________________________________________________________ 11) Aggregate Amount Beneficially Owned by Each Reporting Person: 1,173,435 ________________________________________________________________________________ 12) Check if the Aggregate Amount in Row (11) excludes certain shares: [ ] ________________________________________________________________________________ 13) Percent of Class Represented by Amount in Box (11): 30.58% ________________________________________________________________________________ 14) Type of Reporting Person IN PURPOSES OF AMENDMENT This Amendment No. 1 to Schedule 13D supplements and amends an initial Schedule 13D filed on January 15, 2010 (the "Initial Statement") by GGH, Inc. (formerly "Golden Gate Homes, Inc."), Steven Gidumal, Brandon Birtcher and Tim Wilkens. This Amendment No. 1 is being filed to report a change in the beneficial ownership in Mr. Gidumal's ownership due to the distribution of all of the shares held by GGH, Inc. to Messrs Gidumal, Birtcher, and two trusts of which Mr. Wilkens is the trustee. Commencing with this Amendment No. 1 and continuing into the future, any changes in Mr. Gidumal's ownership requiring further amendments will be reported by Mr. Gidumal individually and not in conjunction with Messrs. Birtcher or Wilkens, or anyone else. ITEM 1. Security and Issuer Item 1 of the Initial Statement is being amended to read in its entirety as follows: "The class of equity securities to which this statement relates is the Common Stock ($.0001 par value) (the "Common Stock") of Golden Gate Homes, Inc. (formerly JK Acquisition Corp.), a company incorporated under the laws of the state of Delaware (the "Company"), which has its principal executive offices at 14 Wall Street, 20th Floor, New York, New York 10005." ITEM 2. Identity and Background Item 2 of the Initial Statement is being amended to read in its entirety as follows: "Item 2(a) Name: This Statement is filed by Steven Gidumal as the beneficial owner of 1,173,435 shares of Common Stock. The preceding number of shares makes Mr. Gidumal a 30.58% beneficial owner of the shares of Common Stock. Item 2(b) Residence or business address: The principal business address of the Reporting Person is 14 Wall Street, 20th Floor, New York, New York 10005. Item 2(c) Principal occupation: The Reporting Person is the Company's Chairman of the Board, Chief Executive Officer & Chief Financial Officer and has been principally engaged as founder, President and Portfolio Manager for Virtus Capital, a firm based in New York City and Orlando, Florida that invests in the securities of companies in distressed and restructuring situations, including a variety of real estate and financial institutions. Item 2(d) Convictions: During the last five years, the Reporting Person has not been convicted in a criminal proceeding. Item 2(e) Proceedings: During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction that, as a result of such proceeding, subjected the Reporting Person to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Item 2(f) Citizenship: The Reporting Person is a United States citizen." ITEM 3. Source and Amount of Funds or Other Consideration Item 3 of the Initial Statement is being amended to read in its entirety as follows: "The Reporting Person acquired the 1,173,435 shares of Common Stock giving rise to the filing of this statement directly from GGH, Inc. (formerly "Golden Gate Homes, Inc."), in connection with this entity's distribution of all of its Common Stock to its stockholders without the payment of any consideration. GGH, Inc. had previously acquired these shares in a private transaction for the payment of a per-share purchase price of $ 0.26 with the use of GGH, Inc.'s own funds." ITEM 4. Purpose of Transaction Item 4 of the Initial Statement is being amended to read in its entirety as follows: "The Reporting Person acquired the shares of Common Stock that are the subject of this Schedule 13D in connection with the distribution by GGH, Inc. (formerly "Golden Gate Homes, Inc.") of all of its Common Stock to its stockholders without the payment of any consideration. The Reporting Person acquired, and the Reporting Person intends to hold, his shares of Common Stock for investment, and does not have any present plans or proposals which relate to or would result in: (i) any acquisition by any person of additional securities of the Company, or any disposition of securities of the Company; (ii) any extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Company or any of its subsidiaries; (iii) any sale or transfer of a material amount of assets of the Company or any of its subsidiaries; (iv) any change in the present board of directors or management of the Company, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board, except to fill a current vacancy in the Board of Directors; (v) any material change in the present capitalization or dividend policy of the Company; (vi) any other material change in the Company's business or corporate structure; (vii) any changes in the Company's charter, by-laws, or other instruments corresponding thereto or other actions which may impede the acquisition of control of the Company by any person; (viii) any delisting from a national securities exchange or any loss of authorization for quotation in an inter-dealer quotation system of a registered national securities association of a class of securities of the Company; (ix) any termination of registration pursuant to section 12(g)(4) of the Act of a class of equity securities of the Company; or (x) any action similar to any of those enumerated above. Notwithstanding anything else contained herein, the Reporting Person may determine to change his investment intent with respect to the Company at any time in the future. In reaching any conclusion as to his future course of action, the Reporting Person will take into consideration various factors, such as the Company's business and prospects, other developments concerning the Company, other business opportunities available to the Reporting Person, developments with respect to the business of the Reporting Person, and general economic and stock market conditions, including, but not limited to, the market price of the Common Stock. The Reporting Person may, depending on other relevant factors, acquire additional shares of Common Stock in open market or privately negotiated transactions, dispose of all or a portion of his holdings of shares of Common Stock or change his intention with respect to any or all of the matters referred to in this Item." ITEM 5. Interest in Securities of the Issuer Item 5 of the Initial Statement is being amended to read in its entirety as follows: "The Reporting Person owns 1,173,435 shares of Common Stock for which he has sole voting and investment power and for which he thus is the beneficial owner. Except for the receipt of Common Stock from GGH, Inc. (formerly "Golden Gate Homes, Inc.") in connection with this entity's distribution of all of its Common Stock to its stockholders without the payment of any consideration, the Reporting Person has not effected any transaction in or with respect to the Common Stock during the past 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. Dated: November 18, 2011 By: /S/ Steven Gidumal --------------------- Steven Gidumal The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001). (SEE 18 U.S.C. 1001).