0001144204-11-072343.txt : 20111230 0001144204-11-072343.hdr.sgml : 20111230 20111230145140 ACCESSION NUMBER: 0001144204-11-072343 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20111230 DATE AS OF CHANGE: 20111230 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EAST COAST DIVERSIFIED CORP CENTRAL INDEX KEY: 0001256540 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING & DRINKING PLACES [5810] IRS NUMBER: 550840109 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86534 FILM NUMBER: 111288917 BUSINESS ADDRESS: STREET 1: 120 INTERSTATE NORTH PARKWAY SE, #445 CITY: ATLANTA STATE: GA ZIP: 30339 BUSINESS PHONE: 770-953-4184 MAIL ADDRESS: STREET 1: 120 INTERSTATE NORTH PARKWAY SE, #445 CITY: ATLANTA STATE: GA ZIP: 30339 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHRIDGE PARTNERS II LP CENTRAL INDEX KEY: 0001531004 IRS NUMBER: 522090686 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 90 GROVE STREET CITY: RIDGEFIELD STATE: CT ZIP: 06877 BUSINESS PHONE: 203-431-8300 MAIL ADDRESS: STREET 1: 90 GROVE STREET CITY: RIDGEFIELD STATE: CT ZIP: 06877 SC 13G 1 v244375_sc13g.htm FORM SC 13G
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

EAST COAST DIVERSIFIED CORPORATION

Common Stock, par value $0.001

CUSIP #  27177P203

December 15, 2011

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)
x 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).
 
 
 
 

 
CUSIP No.
13G
Page 1 of 4

1.
Name of Reporting Person Southridge Partners II LP
  
     
 
I.R.S. Identification No. of Above Person (entities only)  52-2090686
  
     
2.
Check the Appropriate Box if a Member of a Group
(a) ¨
   
(b) x
     
3.
SEC Use Only
  
     
4.
Citizenship or Place of Organization Delaware
  

 
5.
Sole Voting Power
24,003,400
       
Number of Shares
6.
Shared Voting Power
24,003,400
Owned by Each
      
Reporting Person
7.
Sole Dispositive Power
24,003,400
With
      
 
8.
Shared Dispositive Power
24,003,400

9.
Aggregate Amount Beneficially Owned by Each Reporting Person
  
     
10.
Check if the Aggregate Amount in Row 9 Excludes Certain Shares
¨
     
11.
Percent of Class Represented by Amount in Row 9 9.999%
  
     
12.
Type of Reporting Person PN
  
 
 
 
 

CUSIP No.
13G
Page 2 of 4

ITEM 1     (a)       NAME OF ISSUER    East Coast Diversified Corporation
 
(b)       ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES  120 Interstate North Parkway, Ste 445, Atlanta GA 30339

ITEM 2    (a)       NAME OF PERSON FILING    Southridge Partners II LP

(b)       ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
 
90 Grove Street, Ste 206, Ridgefield CT 06877

(c)       CITIZENSHIP

United States of America

(d)       TITLE OF CLASS OF SECURITIES

Common Stock, Par Value $0.001

(e)       CUSIP NUMBER
27177P203

ITEM 3                If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

 
(a)
o Broker or dealer registered under section 15 of the Act
 
(b)
o Bank as defined in section 3(a)(6) of the Act
 
(c)
o Insurance company as defined in section 3(a)(19) of the Act
 
(d)
o Investment company registered under section 8 of the Investment Company Act of 1940
 
(e)
o An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E)
 
(f)
o An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F)
 
(g)
o A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G)
  
 
 
 

CUSIP No.
13G
Page 3 of 4

 
(h)
¨ A savings association as defined in section 3(b) of the Federal Deposit Insurance Act
 
(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 Rule 13d-1(b)(1)(ii)(J)

If this statement is filed pursuant to Rule 13d-1(c), check this box   ¨

ITEM 4                  OWNERSHIP

(a)              Amount beneficially owned:    Reporting Person is the beneficial owner of 23,868,825 shares of common stock. In addition, Reporting Person holds Issuer’s convertible notes in the aggregate principal amount of $46,250. The Notes may not be converted into common stock such that the Reporting Person would beneficially own more the 9.99% of the Issuer’s common stock at any given time. Reporting Person disclaims beneficial ownership of the Issuer’s securities held by any other person or entity.

(b)              Percent of class:  9.99%

(c)              Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 24,003,400

(ii) Shared power to vote or to direct the vote: 24,003,400

(iii) Sole power to dispose or to direct the disposition of: 24,003,400

(iv) Shared power to dispose or to direct the disposition of: 24,003,400

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  o

ITEM 6                OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
 N/A

ITEM 7                IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
 N/A
 
 
 
 

CUSIP No.
13G
Page 4 of 4

ITEM 8               IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

N/A

ITEM 9
NOTICE OF DISSOLUTION OF GROUP

N/A

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 are not being 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.

 
Southridge Partners II LP
   
 
      
   
 
By:  Stephen Hicks
   
 
Its:  President of the General Partner
   
 
Date:  December 30, 2011