0001084961-14-000048.txt : 20140624 0001084961-14-000048.hdr.sgml : 20140624 20140616171727 ACCESSION NUMBER: 0001084961-14-000048 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140612 FILED AS OF DATE: 20140616 DATE AS OF CHANGE: 20140616 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ENCORE CAPITAL GROUP INC CENTRAL INDEX KEY: 0001084961 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] IRS NUMBER: 481090909 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3111 CAMINO DEL RIO NORTH STREET 2: SUITE 1300 CITY: SAN DIEGO STATE: CA ZIP: 92108 BUSINESS PHONE: 877-445-4581 MAIL ADDRESS: STREET 1: 3111 CAMINO DEL RIO NORTH STREET 2: SUITE 1300 CITY: SAN DIEGO STATE: CA ZIP: 92108 FORMER COMPANY: FORMER CONFORMED NAME: MCM CAPITAL GROUP INC DATE OF NAME CHANGE: 19990430 FORMER COMPANY: FORMER CONFORMED NAME: MIDLAND CORP OF KANSAS DATE OF NAME CHANGE: 19990423 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RED MOUNTAIN PARTNERS, L.P. CENTRAL INDEX KEY: 0001374603 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26489 FILM NUMBER: 14923556 BUSINESS ADDRESS: STREET 1: 10100 SANTA MONICA BOULEVARD SUITE 925 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: (310) 432-0207 MAIL ADDRESS: STREET 1: 10100 SANTA MONICA BOULEVARD SUITE 925 CITY: LOS ANGELES STATE: CA ZIP: 90067 FORMER NAME: FORMER CONFORMED NAME: RED MOUNTAIN CAPITAL PARTNERS I, L.P. DATE OF NAME CHANGE: 20060905 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RED MOUNTAIN CAPITAL MANAGEMENT INC CENTRAL INDEX KEY: 0001374607 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26489 FILM NUMBER: 14923557 BUSINESS ADDRESS: STREET 1: 10100 SANTA MONICA BOULEVARD SUITE 925 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: (310) 432-0207 MAIL ADDRESS: STREET 1: 10100 SANTA MONICA BOULEVARD SUITE 925 CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RED MOUNTAIN CAPITAL PARTNERS LLC CENTRAL INDEX KEY: 0001374588 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26489 FILM NUMBER: 14923558 BUSINESS ADDRESS: STREET 1: 10100 SANTA MONICA BOULEVARD STREET 2: SUITE 925 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: (310) 432-0207 MAIL ADDRESS: STREET 1: 10100 SANTA MONICA BOULEVARD STREET 2: SUITE 925 CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MESDAG WILLEM CENTRAL INDEX KEY: 0001374566 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26489 FILM NUMBER: 14923560 MAIL ADDRESS: STREET 1: C/O RED MOUNTAIN CAPITAL MANAGEMENT INC. STREET 2: 10100 SANTA MONICA BOULEVARD, SUITE 925 CITY: LOS ANGELES STATE: CA ZIP: 90067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RMCP GP LLC CENTRAL INDEX KEY: 0001374606 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26489 FILM NUMBER: 14923559 BUSINESS ADDRESS: STREET 1: 10100 SANTA MONICA BOULEVARD SUITE 925 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: (310) 432-0207 MAIL ADDRESS: STREET 1: 10100 SANTA MONICA BOULEVARD SUITE 925 CITY: LOS ANGELES STATE: CA ZIP: 90067 4 1 wf-form4_140295343608821.xml FORM 4 X0306 4 2014-06-12 0 0001084961 ENCORE CAPITAL GROUP INC ECPG 0001374566 MESDAG WILLEM 10100 SANTA MONICA BOULEVARD SUITE 925 LOS ANGELES CA 90067 1 0 0 0 0001374606 RMCP GP LLC 10100 SANTA MONICA BOULEVARD SUITE 925 LOS ANGELES CA 90067 0 0 0 1 Please refer to Remarks below. 0001374588 RED MOUNTAIN CAPITAL PARTNERS LLC 10100 SANTA MONICA BOULEVARD SUITE 925 LOS ANGELES CA 90067 0 0 0 1 Please refer to Remarks below. 0001374607 RED MOUNTAIN CAPITAL MANAGEMENT INC 10100 SANTA MONICA BOULEVARD SUITE 925 LOS ANGELES CA 90067 0 0 0 1 Please refer to Remarks below. 0001374603 RED MOUNTAIN PARTNERS, L.P. 10100 SANTA MONICA BOULEVARD SUITE 925 LOS ANGELES CA 90067 0 0 0 1 Please refer to Remarks below. Common Stock 2014-06-12 4 A 0 2239 0 A 29107 D Common Stock 1332036 I See Remarks and footnote below. Grant to the reporting person on June 12, 2014 of restricted stock units ("RSUs") under the Encore Capital Group, Inc. 2013 Incentive Compensation Plan in connection with the reporting person's service on the Board of Directors of Encore Capital Group, Inc. ("Encore"). Each RSU represents the right to receive one share of Encore common stock upon settlement, which shall occur within 10 days following the date the reporting person is no longer a member of the Board of Directors. The RSUs are fully vested. These shares are held directly by Red Mountain Partners, L.P. ("RMP"). This Form 4 is jointly filed by (i) RMP, (ii) RMCP GP LLC ("RMCP GP"), (iii) Red Mountain Capital Partners LLC ("RMCP LLC"), (iv) Red Mountain Capital Management, Inc. ("RMCM"), and (v) Mr. Mesdag. RMCP GP is the general partner of RMP. RMCP LLC is the managing member of RMCP GP. RMCM is the managing member of RMCP LLC. Mr. Mesdag is the president, sole executive officer, sole director and sole shareholder of RMCM. Mr. Mesdag is also a director of Encore. Each of Mr. Mesdag, RMCM, RMCP LLC, and RMCP GP, by virtue of their direct or indirect control of RMP may be deemed to beneficially own some or all of the securities reported as being held by RMP. Each of the reporting persons hereunder disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein. This Form 4 shall not be deemed to be an admission that any reporting person hereunder is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. /s/ Brandt Schmidt, Attorney-in-Fact for Willem Mesdag (on behalf of himself and the other reporting persons hereunder) 2014-06-16 EX-24 2 ecpg-poamesdag.htm POWER OF ATTORNEY

POWER OF ATTORNEY

Know all men by these presents, that the undersigned hereby constitutes and appoints Gregory L.
Call, Melissa A. Resslar and Brandt Schmidt, and each of them, his true and lawful attorney-in-
fact to:

       (1)    execute for and on behalf of the undersigned in the undersigned's capacity as an
officer and/or director of Encore Capital Group, Inc. (the "Company"), any and all reports and
forms required to be filed by the undersigned in accordance with Section 16 of the Securities
Exchange Act of 1934 and the rules thereunder, including but not limited to all Forms 3, 4 and 5;

       (2)    do and perform any and all acts for and on behalf of the undersigned which may
be necessary or desirable to complete and execute any such report or form and timely file the
same with the United States Securities and Exchange Commission and any stock exchange or
similar trading market; and

       (3)    take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by the undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned, pursuant to this Power of Attorney, shall be in the
form and shall contain such terms and conditions as such attorney-in-fact may approve in his or
her discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and
perform all and every act and thing whatsoever requisite, necessary, and proper to be done in the
exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or his or her substitute or
substitutes shall lawfully do or cause to be done by virtue of this power of attorney and the rights
and powers herein granted.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer
required to file reports or forms pursuant to Section 16 with respect to the undersigned's holdings
of and transactions in securities issued by the Company, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as
of this 12th day of June, 2014.



By: /s/ Willem Mesdag
Print Name: Willem Mesdag