1
|
|
NAME OF REPORTING PERSON
Wolverine Flagship Fund Trading Limited
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|
5
|
|
SOLE VOTING POWER
|
NUMBER OF SHARES
BENEFICIALLY OWNED BY
|
6
|
|
SHARED VOTING POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
EACH REPORTING PERSON
WITH
|
7
|
|
SOLE DISPOSITIVE POWER
|
8
|
|
SHARED DISPOSITIVE POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
10
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.0 % (see Item 4)
|
12
|
|
TYPE OF REPORTING PERSON
OO
|
1
|
|
NAME OF REPORTING PERSON
Wolverine Asset Management, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois
|
5
|
|
SOLE VOTING POWER
|
|
NUMBER OF SHARES
BENEFICIALLY OWNED
|
6
|
|
SHARED VOTING POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
BY EACH REPORTING
PERSON WITH
|
7
|
|
SOLE DISPOSITIVE POWER
|
8
|
|
SHARED DISPOSITIVE POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
10
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.0% (see Item 4)
|
12
|
|
TYPE OF REPORTING PERSON
IA
|
1
|
|
NAME OF REPORTING PERSON
Wolverine Holdings, L.P.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois
|
5
|
|
SOLE VOTING POWER
|
|
NUMBER OF SHARES
BENEFICIALLY OWNED BY
|
6
|
|
SHARED VOTING POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
EACH REPORTING PERSON
WITH
|
7
|
|
SOLE DISPOSITIVE POWER
|
8
|
|
SHARED DISPOSITIVE POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
10
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.0% (see Item 4)
|
12
|
|
TYPE OF REPORTING PERSON
HC
|
1
|
|
NAME OF REPORTING PERSON
Wolverine Trading Partners, Inc.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois
|
5
|
|
SOLE VOTING POWER
|
|
NUMBER OF SHARES
BENEFICIALLY OWNED BY
|
6
|
|
SHARED VOTING POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
EACH REPORTING PERSON
WITH
|
7
|
|
SOLE DISPOSITIVE POWER
|
8
|
|
SHARED DISPOSITIVE POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
10
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.0% (see Item 4)
|
12
|
|
TYPE OF REPORTING PERSON
CO/HC
|
1
|
|
NAME OF REPORTING PERSON
Christopher L. Gust
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
US Citizen
|
5
|
|
SOLE VOTING POWER
|
|
NUMBER OF SHARES
BENEFICIALLY OWNED BY
|
6
|
|
SHARED VOTING POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
EACH REPORTING PERSON
WITH
|
7
|
|
SOLE DISPOSITIVE POWER
|
8
|
|
SHARED DISPOSITIVE POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
10
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.0% (see Item 4)
|
12
|
|
TYPE OF REPORTING PERSON
IN/HC
|
1
|
|
NAME OF REPORTING PERSON
Robert R. Bellick
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
US Citizen
|
5
|
|
SOLE VOTING POWER
|
|
NUMBER OF SHARES
BENEFICIALLY OWNED
|
6
|
|
SHARED VOTING POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
BY EACH REPORTING
PERSON WITH
|
7
|
|
SOLE DISPOSITIVE POWER
|
8
|
|
SHARED DISPOSITIVE POWER
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,945,926 shares of common stock
Warrants to purchase 2,500,000 shares of common stock
|
10
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES []
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.0% (see Item 4)
|
12
|
|
TYPE OF REPORTING PERSON
IN/HC
|
ITEM 1(a).
|
NAME OF ISSUER:
|
|||
|
Car Charging Group, Inc.
|
|||
ITEM 1(b).
|
ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
1691 Michigan Avenue, Suite 601
Miami Beach, Florida 33139
|
|||
|
|
|||
ITEM 2(a).
|
NAME OF PERSON FILING:
|
|||
|
Wolverine Flagship Fund Trading Limited
Wolverine Asset Management, LLC
Wolverine Holdings, L.P.
Wolverine Trading Partners, Inc.
Christopher L. Gust
Robert R. Bellick
|
|||
ITEM 2(b).
|
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
|
|||
|
c/o Wolverine Asset Management, LLC
175 West Jackson Blvd., Suite 340
Chicago, IL 60604
|
|||
ITEM 2(c).
|
CITIZENSHIP:
|
|||
|
Wolverine Flagship Fund Trading Limited – Cayman Islands
Wolverine Asset Management, LLC – Illinois
Wolverine Holdings, L.P. – Illinois
Wolverine Trading Partners, Inc. – Illinois
Christopher L. Gust – US Citizen
Robert R. Bellick – US Citizen
|
|||
ITEM 2(d).
|
TITLE OF CLASS OF SECURITIES:
|
|||
|
Common stock, par value $0.001 per share
|
|||
ITEM 2(e).
|
CUSIP NUMBER:
|
|||
|
14074Y206
|
ITEM 3.
|
IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-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 (15 U.S.C. 78c);
|
||||
|
(b)
|
o Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
|
||||
|
(c)
|
o Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
|
||||
|
(d)
|
o Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8);
|
||||
|
(e)
|
o An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
|
|
(f)
|
o An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);
|
||||
|
(g)
|
o A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);
|
||||
|
(h)
|
o A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
||||
|
(i)
|
o 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);
|
||||
|
(j)
|
o A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);
|
||||
|
(k)
|
o Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution:
|
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:
|
||||
|
|
Wolverine Flagship Fund Trading Limited (the "Fund") holds 3,945,926 shares of the common stock of the Issuer and warrants to purchase 2,500,000 shares of the common stock of the Issuer (the "Warrants").
The Warrants may not be exercised to the extent that the holder and its affiliates would own more than 9.99% of the outstanding common stock of the Issuer after such exercise.
Wolverine Asset Management, LLC ("WAM") is the investment manager of the Fund and has voting and dispositive power over the securities described above. The sole member and manager of WAM is Wolverine Holdings, L.P. ("Wolverine Holdings"). Robert R. Bellick and Christopher L. Gust may be deemed to control Wolverine Trading Partners, Inc. ("WTP"), the general partner of Wolverine Holdings.
|
||||
|
(b)
|
Percent of class:
|
||||
|
|
8.0 %
Percentage calculated by dividing (i) the sum of (a) 3,945,926 shares of common stock of the Issuer plus (b) 2,500,000 shares of common stock receivable upon exercise of the Warrants by (ii) the sum of (a) 77,697,633 shares of common stock outstanding as of August 18, 2014, as reported in the Issuer’s quarterly report on Form 10-Q filed August 22, 2014, plus (b) 2,500,000 shares of common stock receivable upon exercise of the Warrants.
|
||||
|
(c)
|
Number of shares as to which the person has:
|
||||
|
|
(i) Sole power to vote or to direct the vote:
|
||||
|
|
0
|
||||
|
|
(ii) Shared power to vote or to direct the vote:
|
||||
|
|
Each of WAM, Wolverine Holdings, WTP, Mr. Bellick, and Mr. Gust has shared power to vote or direct the vote of (i) 3,945,926 shares of the common stock of the Issuer and (ii) 2,500,000 shares of the common stock of the Issuer issuable upon exercise of the Warrants.
|
||||
|
|
(iii) Sole power to dispose or to direct the disposition of:
|
||||
|
|
0
|
||||
|
|
(iv) Shared power to dispose or to direct the disposition of:
Each of WAM, Wolverine Holdings, WTP, Mr. Bellick, and Mr. Gust has shared power to dispose or to direct the disposition of (i) 3,945,926 shares of the common stock of the Issuer and (ii) warrants to purchase 2,500,000 shares of the common stock of the Issuer.
|
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:
|
|||||
|
Not applicable.
|
|||||
ITEM 7.
|
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
|
|||||
|
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.
|
CERTIFICATION:
|
|||||
|
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.
|
Date: February 17, 2015
|
|
|
|
|
|
Wolverine Flagship Fund Trading Limited
|
|
|
|
|
|
|
|
/s/ Kenneth L. Nadel
|
|
|
|
Signature
|
|
|
|
|
|
|
|
Kenneth L. Nadel, Director
|
|
|
|
Name/Title
|
|
|
|
|
|
|
|
Wolverine Asset Management, LLC
|
|
|
|
|
|
|
|
/s/ Kenneth L. Nadel
|
|
|
|
Signature
|
|
|
|
|
|
|
|
Kenneth L. Nadel, Chief Operating Officer
|
|
|
|
Name/Title
|
|
|
|
|
|
|
|
Wolverine Holdings, L.P.
|
|
|
|
|
|
|
|
/s/Christopher L. Gust
|
|
|
|
Signature
|
|
|
|
|
|
|
|
Christopher L. Gust, Managing Director
|
|
|
|
Name/Title
|
|
|
|
|
|
|
|
Wolverine Trading Partners, Inc.
|
|
|
|
|
|
|
|
/s/Christopher L. Gust
|
|
|
|
Signature
|
|
|
|
|
|
|
|
Christopher L. Gust, Authorized Signatory
|
|
|
|
Name/Title
|
|
|
|
|
|
|
|
/s/Christopher L. Gust
|
|
|
|
Christopher L. Gust
|
|
|
|
|
|
|
|
/s/ Robert R. Bellick
|
|
|
|
Robert R. Bellick
|
|
|
|
Wolverine Flagship Fund Trading Limited
|
|
|
|
|
|
|
|
/s/ Kenneth L. Nadel
|
|
|
|
Signature
|
|
|
|
|
|
|
|
Kenneth L. Nadel, Director
|
|
|
|
Name/Title
|
|
|
|
|
|
|
|
Wolverine Asset Management, LLC
|
|
|
|
|
|
|
|
/s/ Kenneth L. Nadel
|
|
|
|
Signature
|
|
|
|
|
|
|
|
Kenneth L. Nadel, Chief Operating Officer
|
|
|
|
Name/Title
|
|
|
|
|
|
|
|
Wolverine Holdings, L.P.
|
|
|
|
|
|
|
|
/s/Christopher L. Gust
|
|
|
|
Signature
|
|
|
|
|
|
|
|
Christopher L. Gust, Managing Director
|
|
|
|
Name/Title
|
|
|
|
|
|
|
|
Wolverine Trading Partners, Inc.
|
|
|
|
|
|
|
|
/s/Christopher L. Gust
|
|
|
|
Signature
|
|
|
|
|
|
|
|
Christopher L. Gust, Authorized Signatory
|
|
|
|
Name/Title
|
|
|
|
|
|
|
|
/s/Christopher L. Gust
|
|
|
|
Christopher L. Gust
|
|
|
|
|
|
|
|
/s/ Robert R. Bellick
|
|
|
|
Robert R. Bellick
|