SC 13G/A 1 dsc13ga.htm AMENDMENT NO 9 TO SCHEDULE 13G Amendment No 9 to Schedule 13G

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

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. 9)*

 

 

CENTRAL EUROPEAN DISTRIBUTION CORPORATION

(Name of issuer)

 

 

Common Stock, $0.01 par value

(Title of class of securities)

153435-10-2

(CUSIP number)

December 31, 2009

(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)

¨ Rule 13d-1(c)

x 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).

 

 

 


Page 2 of 6 Pages

 

13 G

 

 

CUSIP No. 153435-10-2

 

  1   

Name of reporting person

 

William V. Carey

  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

 

    United States

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

    4,102,346

   6   

Shared voting power

 

    0

   7   

Sole dispositive power

 

     4,102,346

   8   

Shared dispositive power

 

    0

  9

 

Aggregate amount beneficially owned by each reporting person

 

    4,102,346

10

 

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ¨

 

11

 

Percent of class represented by amount in Row 9

 

    5.93%

12

 

Type of reporting person (see instructions)

 

    IN


Page 3 of 6 Pages

 

13 G

 

 

CUSIP No. 153435-10-2

 

  1   

Name of reporting person

 

WVC 2007 Family 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

 

    Florida

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

    823,350

   6   

Shared voting power

 

    0

   7   

Sole dispositive power

 

    823,350

   8   

Shared dispositive power

 

    0

  9

 

Aggregate amount beneficially owned by each reporting person

 

    823,350

10

 

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ¨

 

11

 

Percent of class represented by amount in Row 9

 

    1.19%

12

 

Type of reporting person (see instructions)

 

    OO


Page 4 of 6 Pages

 

13 G

CUSIP No. 153435-10-2

 

Item 1(a)    Name of Issuer:      
   Central European Distribution Corporation      
Item 1(b)    Address of Issuer’s Principal Executive Offices:      
  

Two Bala Plaza, Suite 300

Bala Cynwyd, PA 19004

     
Item 2(a)    Name of Person Filing:      
  

William V. Carey

WVC 2007 Family LLC (the “LLC”)

     
Item 2(b)    Address of Principal Business Office or, if none, Residence:      
   The address for William V. Carey is 1602 Cottagewood Drive, Brandon, Florida 33511. The address for the LLC is c/o Fulbright and Jaworski L.L.P., 666 Fifth Avenue, New York, New York, 10103, Attention: Philip J. Michaels, Esq.      
Item 2(c)    Citizenship:      
  

William V. Carey is a citizen of the United States of America.

The LLC is organized under the laws of the State of Delaware.

     
Item 2(d)    Title of Class of Securities:      
   Common Stock, par value $0.01 (the “Shares”)      
Item 2(e)    CUSIP Number:      
   153435-10-2      
Item 3    If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13-2(b) or (c), check whether the person filing is a:
   Not Applicable


Page 5 of 6 Pages

 

13 G

CUSIP No. 153435-10-2

 

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:      
     

As of December 31, 2009: William V. Carey beneficially owned 4,102,346 Shares, consisting of 823,350 Shares owned by the LLC, 2,244,749 Shares owned directly by Mr. Carey as Trustee of The William V. Carey Revocable Trust, 159,697 Shares owned by the William V. Carey 2008 GRAT, of which Mr. Carey is the Trustee, 284,525 Shares owned by The William V. Carey 2008 GRAT (A), of which Mr. Carey is the Trustee, 284,525 Shares owned by The William V. Carey 2008 GRAT (B), of which Mr. Carey is the Trustee, and options to purchase 305,500 Shares that may be acquired within 60 days of December 31, 2009. This does not include 152,500 Shares owned by Mr. Carey’s spouse. Mr. Carey disclaims beneficial ownership of those Shares owned by his spouse.

 

As of December 31, 2009: The LLC owned 823,350 Shares. Mr. Carey is the sole manager of the LLC. The three members of the LLC are (i) The William V. Carey 2009 GRAT (A), (ii) The William V. Carey 2009 GRAT (B) and (iii) The Hanna T. Carey 2007 Family Trust UAD 12/3/07, a trust formed by Mr. Carey’s spouse for the benefit of their children (the “Trust”). The William V. Carey 2009 GRAT (A) owns 48.18% of the LLC, The William V. Carey 2009 GRAT (B) owns 48.18% of the LLC and the Trust owns 3.64% of the LLC.

     
   (b)    Percent of class:      
     

As of December 31, 2009: The 2,244,749 Shares directly owned by Mr. Carey constituted 3.25% of the Shares outstanding.

 

As of December 31, 2009: The 4,102,346 Shares beneficially owned by Mr. Carey constituted 5.93% of the Shares outstanding.

 

As of December 31, 2009: The 823,350 Shares owned by the LLC constituted 1.19% of the Shares outstanding.

     
   (c)    Number of shares as to which such person has:      
      (i)    Sole power to vote or to direct the vote:      
         Mr. Carey has the sole power to vote or direct the vote as to the 2,244,749 Shares owned by him and the 823,350 shares owned by the LLC.      
      (ii)    Shared power to vote or to direct the vote:      
         Not Applicable      
      (iii)    Sole power to dispose or to direct the disposition of:      
         Mr. Carey has the sole power to dispose or direct the disposition of the 2,244,749 Shares owned by him and the 823,350 shares owned by the LLC.      
      (iv)    Shared power to dispose or to direct the disposition of:      
         Not Applicable      
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 5 percent of the class of securities, check the following  ¨.

 

Not Applicable

  
Item 6    Ownership of More than Five Percent on Behalf of Another Person.      
   Not Applicable      
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    Certifications.      
   Not Applicable      


Page 6 of 6 Pages

 

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Amendment No. 9 to Schedule 13G is true, complete and correct.

February 16, 2010

 

/s/ William V. Carey

William V. Carey, Individually and as the Manager of WVC 2007 Family LLC