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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
þ Rule 13d-1(b)
o Rule 13d-1(c)
o 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. |
09064Y109 |
Page | 2 |
of | 10 |
1 | NAMES OF REPORTING PERSONS Saracen LLC |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Texas | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 805,210** | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 805,210** | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
805,210** | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.27%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
OO |
2 of 10
CUSIP No. |
09064Y109 |
Page | 3 |
of | 10 |
1 | NAMES OF REPORTING PERSONS Saracen Energy Advisors LP |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Texas | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 805,210** | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 805,210** | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
805,210** | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.27%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN |
3 of 10
CUSIP No. |
09064Y109 |
Page | 4 |
of | 10 |
1 | NAMES OF REPORTING PERSONS Saracen Energy Offshore Ltd. |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Cayman Islands | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 805,210** | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 805,210** | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
805,210** | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.27%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
CO |
4 of 10
CUSIP No. |
09064Y109 |
Page | 5 |
of | 10 |
1 | NAMES OF REPORTING PERSONS Michael R. Kutsch |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United States | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 805,210** | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 805,210** | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
805,210** | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.27%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
5 of 10
CUSIP No. |
09064Y109 |
Page | 6 |
of | 10 |
1 | NAMES OF REPORTING PERSONS Neil E. Kelley |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United States | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 805,210** | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 805,210** | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
805,210** | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.27%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
6 of 10
Item 1(a) | Name of Issuer. |
Item 1(b) | Address of Issuer’s Principal Executive Offices. |
Item 2(a) | Name of Person Filing. |
(1) | Saracen LLC |
||
(2) | Saracen Energy Advisors LP |
||
(3) | Saracen Energy Offshore Ltd. |
||
(4) | Michael R. Kutsch |
||
(5) | Neil E. Kelley |
Item 2(b) | Address of Principal Business Office, or, if none, Residence. |
(1) | For all Filers: |
Item 2(c) | Citizenship or Place of Organization. |
(1) | Saracen LLC is a Texas limited liability company. |
||
(2) | Saracen Energy Advisors LP is a Texas limited partnership. |
||
(3) | Saracen Energy Offshore Ltd. is a Cayman Islands exempted company. |
||
(4) | Michael R. Kutsch is a U.S. citizen. |
||
(5) | Neil E. Kelley is a U.S. citizen. |
7 of 10
Item 2(d) | Title of Class of Securities. |
Item 2(e) | CUSIP Number. |
Item 3 | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether
the person filing is a: |
o
|
(a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78c). | ||
o
|
(b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). | ||
o
|
(c) | Insurance company as defined in section 3(a)19) of the Act (15 U.S.C. 78c). | ||
o
|
(d) | Investment Company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | ||
þ
|
(e) | An investment adviser in accordance with 240.13d- 1(b)1)(ii)(E). | ||
o
|
(f) | An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F). | ||
o
|
(g) | A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G) | ||
o
|
(h) | A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). | ||
o
|
(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 (15 U.S.C. 80a-3). | ||
o
|
(j) | Group, in accordance with section 240.13d-1(b)(1)(ii)(J). |
Item 4 | Ownership. |
(a) | Saracen LLC, Saracen Energy Advisors, Saracen Energy Offshore,
Michael R. Kutsch and Neil E. Kelley may be deemed the beneficial owners of
805,210 shares of Common Stock. |
||
(b) | As of December 31, 2007, Saracen LLC, Saracen Energy Advisors,
Saracen Energy Offshore, Michael R. Kutsch and Neil E. Kelley may be deemed the
beneficial owners of 5.27% of the outstanding shares of Common Stock. This
percentage was determined by dividing 805,210 by 15,270,162, the number of
shares of Common Stock issued and outstanding as of November
7, 2007, according to the Issuer’s Form 10-Q filed on November 8, 2007 with
the Securities Exchange Commission. |
8 of 10
(c) | Saracen LLC, Saracen Energy Advisors, Saracen Energy Offshore,
Michael R. Kutsch and Neil E. Kelley have the sole power to vote and dispose of
the 805,210 shares of Common Stock beneficially owned. |
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. |
Exhibits | Exhibit 1 |
9 of 10
SARACEN LLC | ||||||
By: | /s/ Michael R. Kutsch | |||||
Name: | Michael R. Kutsch | |||||
Title: | Manager | |||||
SARACEN ENERGY ADVISORS LP | ||||||
By: | Saracen LLC | |||||
its general partner | ||||||
By: | /s/ Michael R. Kutsch | |||||
Name: | Michael R. Kutsch | |||||
Title: | Manager | |||||
SARACEN ENERGY OFFSHORE LTD. | ||||||
By: | Saracen LLC | |||||
Director | ||||||
By: | /s/ Michael R. Kutsch | |||||
Name: | Michael R. Kutsch | |||||
Title: | Manager | |||||
/s/ Michael R. Kutsch | ||||||
Michael R. Kutsch | ||||||
/s/ Neil E. Kelley | ||||||
Neil E. Kelley |
10 of 10