WCA Waste Corporation
|
(Name of Issuer)
|
Common Stock
|
(Title of Class of Securities)
|
92926K103
|
(CUSIP Number)
|
February 28, 2011
|
Date of Event Which Requires Filing of the Statement
|
CUSIP NO. 92926K103
|
13G
|
Page 2 of 7 Pages
|
1
|
NAMES OF REPORTING PERSON
EWS Holdings LLC
SS OR I.R.S. IDENTIFICATION NO. OF THE ABOVE PERSON
26-1636476
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)x
(b)o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
2,409,639
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
2,409,639
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,409,639
|
£
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
£
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.5%1
|
|
12
|
TYPE OF REPORTING PERSON
CO
|
1
|
As of the filing date hereof, based on 22,977,973 shares of the Issuer’s Common Stock, par value $0.01 per share, outstanding as of February 28, 2011.
|
CUSIP NO. 92926K103
|
13G
|
Page 3 of 7 Pages
|
1
|
NAMES OF REPORTING PERSON
Waste Recyclers Holdings, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)x
(b)£
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
2,409,639
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
2,409,639
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,409,639
|
£
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
£
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.5%2
|
|
12
|
TYPE OF REPORTING PERSON
IA
|
2
|
See footnote 1.
|
CUSIP NO. 92926K103
|
13G
|
Page 4 of 7 Pages
|
Item 1(a)
|
Name of Issuer: WCA Waste Corporation
|
Item 1(b)
|
Address of Issuer’s Principal Executive Offices:
|
Item 2(a)
|
Name of Person Filing
|
Item 2(b)
|
Address of Principal Business Office
|
Item 2(c)
|
Citizenship
|
2(d)
|
Title of Class of Securities: Common Stock
|
2(e)
|
CUSIP Number: 92926K103
|
|
(a)
|
o
|
Broker or dealer registered under Section 15 of the Exchange Act;
|
|
(b)
|
o
|
Bank as defined in Section 3(a)(6) of the Exchange Act;
|
|
(c)
|
o
|
Insurance company as defined in Section 3(a)(19) of the Exchange Act;
|
|
(d)
|
o
|
Investment company registered under Section 8 of the Investment Company Act;
|
|
(e)
|
o
|
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E).
|
|
(f)
|
o
|
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
|
|
(g)
|
o
|
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
|
|
(h)
|
o
|
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
|
|
(i)
|
o
|
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
|
CUSIP NO. 92926K103
|
13G
|
Page 5 of 7 Pages
|
|
(j)
|
o
|
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
|
|
(k)
|
o
|
Group, in accordance with § 240.13d-1(b)(1)(ii)(K).
|
Item 4
|
Ownership:
|
(i)
|
EWS Holdings, LLC.
|
|
(a)
|
Amount beneficially owned: 2,409,639 shares
|
|
(b)
|
Percent of Class: Approximately 10.5%3
|
|
(c)
|
Number of shares as to which such person has:
|
|
(i)
|
sole power to vote or to direct the vote: 2,409,639
|
|
(ii)
|
shared power to vote or to direct the vote: 0
|
|
(iii)
|
sole power to dispose or to direct the disposition of: 2,409,639
|
|
(iv)
|
shared power to dispose or to direct the disposition of: 0
|
(ii)
|
Waste Recyclers Holdings, LLC4
|
|
(i)
|
sole power to vote or to direct the vote: 2,409,639
|
|
(ii)
|
shared power to vote or to direct the vote: 0
|
|
(iii)
|
sole power to dispose or to direct the disposition of: 2,409,639
|
|
(iv)
|
shared power to dispose or to direct the disposition of: 0
|
3
|
See footnote 1.
|
4
|
Waste Recyclers Holdings, LLC is the sole manager of EWS Holdings, LLC. By virtue of its relationship to EWS Holdings, LLC, Waste Recyclers Holdings, LLC may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under Securities Exchange Act of 1934, as amended), the shares of Common Stock directly beneficially owned by EWS Holdings, LLC.
|
5
|
See footnote 1.
|
CUSIP NO. 92926K103
|
13G
|
Page 6 of 7 Pages
|
Item 5
|
Ownership of Five Percent or Less of a Class:
|
Item 6
|
Ownership of More than Five Percent on Behalf of Another Person:
|
Item 7
|
Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company:
|
Item 8
|
Identification and Classification of Members of the Group:
|
Item 9
|
Notice of Dissolution of Group:
|
Item 10
|
Certification:
|
CUSIP NO. 92926K103
|
13G
|
Page 7 of 7 Pages
|
Dated as of March 10, 2011
|
EWS Holdings, LLC
|
||
By:
|
/s/ Justin Kaplan
|
||
Justin Kaplan
|
|||
Dated as of March 10, 2011
|
Waste Recyclers Holdings, LLC
|
||
By:
|
/s/ Justin Kaplan
|
||
Justin Kaplan
|