0001144204-14-055205.txt : 20140910 0001144204-14-055205.hdr.sgml : 20140910 20140910161627 ACCESSION NUMBER: 0001144204-14-055205 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140910 DATE AS OF CHANGE: 20140910 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Quartet Merger Corp. CENTRAL INDEX KEY: 0001581889 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 462596459 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87685 FILM NUMBER: 141096071 BUSINESS ADDRESS: STREET 1: 777 THIRD AVE. STREET 2: 37TH FL. CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-319-7676 MAIL ADDRESS: STREET 1: 777 THIRD AVE. STREET 2: 37TH FL. CITY: NEW YORK STATE: NY ZIP: 10017 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DKU 2013, LLC CENTRAL INDEX KEY: 0001619132 IRS NUMBER: 462971392 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 405 PARK AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-415-6640 MAIL ADDRESS: STREET 1: 405 PARK AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 v388884_sc13g.htm SC 13G

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

 

(Amendment No. __)*

 

QUARTET MERGER CORP.

(Name of Issuer)

 

Common Stock, $0.0001 par value

(Title of Class of Securities)

 

747717 106

(CUSIP Number)

 

December 31, 2013

(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-1(b)

S 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 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 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. 747717 106

   

 

13G

 

 

Page 2 of 6 Pages

 

 

1

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

 

DKU 2013, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
£

(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

 

678,625 Shares

6

SHARED VOTING POWER

 

0

7

SOLE DISPOSITIVE POWER

 

678,625 Shares

8

SHARED DISPOSITIVE POWER

 

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

678,625 Shares

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) £

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

5.4%

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

* See instructions before filling out.

 

 
 

 

 

CUSIP No. 747717 106

   

 

13G

 

 

Page 3 of 6 Pages

 

  

Item 1(a).Name of Issuer:

 

Quartet Merger Corp. (“Issuer”)

 

Item 1(b.)Address of Issuer’s Principal Executive Offices:

 

777 Third Avenue, 37th Floor, New York, New York 10017

 

Item 2(a).Name of Persons Filing:

 

DKU 2013, LLC (“DKU”)

 

Item 2(b).Address of Principal Business Office or, if None, Residence:

 

The principal business address of DKU is 405 Park Avenue, 6th Floor, New York, NY 10022

 

Item 2(c).Citizenship:

 

DKU is a Delaware limited liability company

 

Item 2(d).Title of Class of Securities:

 

Common Stock, par value $.0001 per share

 

Item 2(e).CUSIP Number:

 

747717 10 6

 

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

 

(a) ¨Broker or dealer registered under Section 15 of the Exchange Act;

 

(b) ¨Bank as defined in Section 3(a)(6) of the Exchange Act;

 

(c) ¨Insurance company as defined in Section 3(a)(19) of the Exchange Act;

 

(d) ¨Investment company registered under Section 8 of the Investment Company Act;

 

(e) ¨An investment adviser in accordance with Rule 13d-1(b)(ii)(E);

 

(f)  ¨An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

(g) ¨A parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G)

 

(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;

 

(j)  ¨Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

 

 
 

 

 

CUSIP No. 747717 106

   

 

13G

 

 

Page 4 of 6 Pages

 

  

Item 4.Ownership

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)Amount beneficially owned:

 

DKU beneficially owns 678,625 shares of the Issuer. The foregoing amounts do not include 20,813 shares that DKU may receive upon automatic conversion of rights held by DKU upon consummation by the Issuer of an initial business combination.

 

(b)Percent of Class:

 

5.4%

 

(c)Number of shares as to which such person has:

 

(i)Sole power to vote or to direct the vote:

 

678,625 shares

 

(ii)Shared power to vote or to direct the vote:

 

0 shares

 

(iii)Sole power to dispose or to direct the disposition of:

 

678,625 shares

 

(iv)Shared power to dispose or to direct the disposition of:

 

0 shares

 

Instruction: For computations regarding securities which represent a right to acquire an underlying security see Rule 13d-3(d)(1).

 

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: £

 

Item 6.Ownership of More than Five Percent on Behalf of Another Person.

 

None.

 

Item 7.Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

 

None.

 

Item 8.Identification and Classification of Members of the Group.

 

None.

 

Item 9.Notice of Dissolution of Group.

 

None.

 

 
 

 

 

CUSIP No. 747717 106

   

 

13G

 

 

Page 5 of 6 Pages

 

  

Item 10.Certifications.

 

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.

 

 
 

 

 

CUSIP No. 747717 106

   

 

13G

 

 

Page 6 of 6 Pages

 

  

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: September 8, 2014

 

 

  DKU 2013, LLC
     
  By: /s/ Jeffrey Moses
    Name: Jeffrey Moses
    Title: Chief Operating Officer