UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Full Circle Capital Corporation
_______________________________________________________________
(Name of Issuer)
Common Stock
_______________________________________________________________
(Title of Class of Securities)
359671104
______________________________________________________________
(CUSIP Number)
December 31, 2011
______________________________________________________________
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which the Schedule is filed:
| o | Rule 13d-1(b) |
| o | Rule 13d-1(c) |
| x | Rule 13d-1(d) |
|
CUSIP No. 359671104
|
13G |
Page 2 of 5 Pages |
| 1. |
NAMES OF REPORTING PERSONS Absolute Return Partners LLP
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
| 2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
|
| 3. |
SEC USE ONLY
|
| 4. |
CITIZENSHIP OR PLACE OF ORGANIZATION
UK |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5.
|
SOLE VOTING POWER
354,656 |
|
6.
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SHARED VOTING POWER
0 | |
|
7.
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SOLE DISPOSITIVE POWER
0 | |
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8.
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SHARED DISPOSITIVE POWER
0 |
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
354,656 |
| 10. |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES* o
|
| 11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.70% |
| 12. |
TYPE OF REPORTING PERSON*
OO |
|
CUSIP No. 359671104
|
13G |
Page 3 of 5 Pages |
| Item 1(a). | Name of Issuer: |
| Full Circle Capital Corporation |
| Item 1(b). | Address of Issuer’s Principal Executive Offices: |
800 Westchester Avenue, Suite S-620
Rye Brook, NY 10573
| Item 2(b). | Name of Person Filing: |
Absolute Return Partners LLP
| Item 2(b). | Address of Principal Business Office: |
16 Water Lane, Richmond, TW9 1TJ, UK
| Item 2(c). | Citizenship: |
UK
| Item 2(d). | Title of Class of Securities |
Common Stock, par value $0.01 per share
| Item 2(e). | CUSIP Number: |
359671104
|
CUSIP No. 359671104
|
13G |
Page 4 of 5 Pages |
| Item 3. | If this statement is filed pursuant to rule 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. | |
| (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 of 1940. | |
| (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 association 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. | |
| (j) | £ | Group, in accordance with Section 240.13d-1(b)(1)(ii)(J). |
| Item 4. | Ownership |
As of the date of this filing, Absolute Return Partners LLP (the “Reporting Person”) is the beneficial owner of 354,656 shares of the common stock, par value $0.01 per share (the “Common Stock”), of Full Circle Capital Corporation (“Full Circle”), which constitutes approximately 5.70% of Full Circle Capital Corporation’s outstanding shares of Common Stock, based upon 6,219,382 shares of Common Stock outstanding as of February 9, 2012, as reported in Full Circle’s quarterly report on Form 10-Q for the period ended December 31, 2011. The Reporting Person has sole power to vote and dispose of approximately 354,656 shares of Common Stock, and shared power to vote and dispose of approximately 0 shares of Common Stock.
| Item 5. | Ownership of Five Percent or Less of 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 5 percent of the class of securities, check the following o.
|
CUSIP No. 359671104
|
13G |
Page 5 of 5 Pages |
| Item 6. | Ownership of More Than 5 Percent on Behalf of Another Person |
The Reporting Person serves as an investment manager to The ARP Absolute Return Funds (SICAV) p.l.c. (“ARPARF”). ARPARF is a Malta domiciled open-ended collective investment scheme with several sub-funds, two of which are invested in Full Circle. The investments have been made through ABN AMRO Fund Services (Isle of Man) Nominees Limited Re A/C 80 000 323 and DAIWA EUROPE TRUSTEES IRELAND LIMITED FOR THE ARP PRIVATE FINANCE FUND, formerly known as ABN Amro Fund Services (Isle of Man) Nominees Limited re A/C 80 000 357, each of which holds less than 5% of Full Circle’s outstanding common stock as of February 9, 2012
| 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 |
Not Applicable.
| Item 9. | Notice of Dissolution of Group |
Not Applicable.
| Item 10. | Certification |
Not Applicable.
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: February 13, 2012
| Absolute Return Partners LLP | Absolute Return Partners LLP | ||||
| By: | /s/ Niels Jensen | By: | /s/ Tricia Ward | ||
| Name: | Niels Jensen | Name: | Tricia Ward | ||
| Title: | Managing Partner | Title: | Partner | ||