UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Scottish Re Group Ltd. |
(Name of Issuer) |
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(Title of Class of Securities) |
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(CUSIP Number) |
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(Date of Event which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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o |
Rule 13d-1(b) |
* 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. G73537410 |
Page 2 of 8 Pages |
SCHEDULE 13G/A
1 |
NAME OF REPORTING PERSONS |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
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3 |
SEC USE ONLY |
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CITENZSHIP OR PLACE OF ORGANIZATION |
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5 |
SOLE VOTING POWER
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
12 |
TYPE OF REPORTING PERSON |
CUSIP No. G73537410 |
Page 3 of 8 Pages |
SCHEDULE 13G/A
1 |
NAME OF REPORTING PERSONS |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
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3 |
SEC USE ONLY |
4 |
CITENZSHIP OR PLACE OF ORGANIZATION |
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5 |
SOLE VOTING POWER
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
12 |
TYPE OF REPORTING PERSON |
CUSIP No. G73537410 |
Page 4 of 8 Pages |
SCHEDULE 13G/A
1 |
NAME OF REPORTING PERSONS |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
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3 |
SEC USE ONLY
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4 |
CITENZSHIP OR PLACE OF ORGANIZATION |
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5 |
SOLE VOTING POWER
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
12 |
TYPE OF REPORTING PERSON |
CUSIP No. G73537410 |
Page 5 of 8 Pages |
SCHEDULE 13G/A
Item 1(a). |
Name of the Issuer: |
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Item 1(b). |
Address of Issuer’s Principal Executive Offices: |
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Item 2(a). |
Name of Person Filing: |
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This Amendment No. 1 to the Schedule 13G (“Amendment No. 1”) is being filed by R3 Capital GenPar MGP, Ltd. (“R3 MGP”), the former general partner of the R3 Capital Partners Master, L.P. (“R3 Master”), R3 Capital Principal Investors GenPar, LLC (“R3 Principal”), the sole voting shareholder of R3 MGP, and Richard M. Rieder (“Rieder”, and together with R3 MGP and R3 Principal, the “Reporting Persons”), the managing member of R3 Principal, to amend the Schedule 13G filed by the Reporting Persons on June 9, 2008. Effective as of April 30, 2009, R3 MGP withdrew as the general partner of R3 Master, and the Reporting Persons ceased to be indirect beneficial owners of the Shares (as defined below) directly beneficially owned by R3 Master. |
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Item 2(b). |
Address of Principal Business Office or, if none, Residence: |
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Item 2(c). |
Citizenship: |
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R3 Principal is a Delaware limited liability company. Rieder is a United States citizen. |
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Item 2(d). |
Title of Class of Securities: |
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Item 2(e). |
CUSIP Number: |
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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: |
CUSIP No. G73537410 |
Page 6 of 8 Pages |
SCHEDULE 13G/A
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(b) o Bank as defined in section 3(a)(6) of the Act; (c) o Insurance company as defined in section 3(a)(19) of the Act; (d) o Investment company registered under section 8 of the Investment Company (e) o An investment adviser in accordance with Rule 13d– 1(b)(1)(ii)(E); (f) o An employee benefit plan or endowment fund in accordance with Rule (g) o A parent holding company or control person in accordance with Rule (h) o A savings association as defined in section 3(b) of the Federal Deposit (i) o A church plan that is excluded from the definition of an investment (j) o Group, in accordance with Rule 13d–1(b)(1)(ii)(H). |
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Item 4. |
Ownership. |
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R3 MGP – 0 R3 Principal – 0 Rieder – 0 |
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R3 MGP – 0% R3 Principal – 0% Rieder – 0% |
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(i) Sole power to vote or to direct the vote of: R3 MGP – 0 R3 Principal – 0 Rieder – 0 |
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R3 MGP – 0 R3 Principal – 0 Rieder – 0 |
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CUSIP No. G73537410 |
Page 7 of 8 Pages |
SCHEDULE 13G/A
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(iii) Sole power to dispose or to direct the disposition of: R3 MGP – 0 R3 Principal – 0 Rieder – 0 |
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R3 MGP – 0 R3 Principal – 0 Rieder – 0
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Item 5. |
Ownership of Five Percent or Less of the Shares. |
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If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owners of more than five percent of the class of securities, check the following x. |
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Item 6. |
Ownership of More than Five Percent of the Shares on Behalf of Another Person. |
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Shares Being Reported on By the Parent Holding Company or Control Person: |
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Item 8. |
Identification and Classification of Members of the Group: |
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Item 9. |
Notice of Dissolution of Group: |
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Item 10. |
Certifications: |
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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 and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
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CUSIP No. G73537410 |
Page 8 of 8 Pages |
SCHEDULE 13G/A
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.
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R3 Capital GenPar MGP, Ltd. |
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By: |
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Name: Paul H. Tice Title: Vice-President |
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R3 Capital Principal Investors GenPar, LLC |
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By: |
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Name: Paul H. Tice Title: Vice-President |
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Richard M. Rieder |
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Richard M. Rieder |
May 4, 2009
CUSIP No. N07045102 |
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SCHEDULE 13G/A
EXHIBIT A
The undersigned agree that this Amendment No. 1 relating to the Ordinary Shares (par value $0.01 per share) of Scottish Re Group Ltd. shall be filed on behalf of the undersigned.
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R3 Capital GenPar MGP, Ltd. |
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By: |
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Name: Paul H. Tice Title: Vice-President |
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R3 Capital Principal Investors GenPar, LLC |
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By: |
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Name: Paul H. Tice Title: Vice-President |
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Richard M. Rieder |
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Richard M. Rieder |
May 4, 2009
A-1